Lylat Wars
by EonEvolution
Summary: Dr. Andross, exiled to Venom five years ago, is taking his revenge on the Lylat System; it is up to Fox McCloud and his team of mercenaries to stop him. A novelization of the popular 1997 video game Lylat Wars/Star Fox 64. Contians strong language.
1. Prologue: Venom Rises

**NOTE TO ALL READERS:**

This story is currently undergoing heavy revisions in order to improve the overall quality. This entry will be deleted when the revised version is deemed complete and finally submitted.

**Prologue  
****Venom Rises**

James McCloud had just arrived on Venom with Peppy Hare and Pigma Dengar at his side. The terrain was just as he always imagined: open, barren wastelands; green, acidic oceans; and a dark green sky filled with gloomy clouds that matched. It was long believed that no living thing could ever survive on its surface.

But James knew that life could be hosted here; after all Dr. Andross had been surviving here since his exile five years ago.

"So this is Venom," James said as he observed the planet. "I gotta say, I would have thought that Andross would have prettied up a bit more than this in five years."

Peppy chimed in, "Yeah, he was always goin' on about how he was gonna change this planet; make it inhabitable."

"Yeah, but I think he abandoned that idea when he saw how gross it was here. He'd fit right in!"

Peppy got a laugh out of it, but both of them knew they needed to get to work. The Star Fox Team had their orders, straight from General Pepper himself: investigate the planet Venom and see what Andross may be up to.

Andross was a scientific genius; the kind of genius that is respected, but feared at the same time. He used to live on Corneria, but was exiled to the barren planet Venom after one of his experiments resulted a bad reaction and destroyed nearly an entire Cornerian city.

The team repeatedly circled the skies in their Arwings looking for any sort of way they could enter the base. "This place is a virtual stronghold; I can't find any way inside." Peppy relented. But James replied with a phrase that Peppy knew all too well.

"Never give up, Peppy. Trust your instincts. We'll find a way in," James replied.  
"Right, James, I know we will." Peppy had a hint of concern in his voice, "I just wish we found it faster. I just don't like the looks of this planet; it's too quiet here."

It was then that James noticed something odd. Normally, Pigma was a lot more talkative than he was on this mission. The team wasn't getting paid a whole lot, and James knew good and well how greedy Pigma was. Perhaps that was why he was so quiet. But he also thought that Pigma was a loyal addition to the team, something that James would come to regret within the next few hours.

The team soon flew over an open canyon and found exactly what they were looking for; an exhaust tunnel that led straight into a cliff side below the base. It was almost too perfect. The trio landed their Arwings at its opening.

The Arwing was the signature fighter for Team Star Fox. It was capable of space travel, much like most other ships in the Lylat System. It had a sleek design; the front end formed into a point. The cockpit was shielded by a glass visor and on either sides were the laser cannons, and extending from there were the wings, which could be adjusted depending on the situation. The entire fighter was white in color; the only exception was the blue bulgy portions that occupied the areas just outside to cockpit on either side. These were the G-Diffusers, the devices that allowed the ship to accommodate for gravity both inside and outside the atmosphere of a planet.

The engines of the Arwings cooled down. The glass visors of each ship hinged open and a fox jumped out first, landing on two feet. This was James McCloud, leader of the Star Fox mercenary team. His fur was blowing in the wind; golden brown with a white stripe accent that ran from between his eyes all the way down to the back of his neck. He had a similar patch of fur covering his snout. He sported a green flight suit, a beige flight jacket, and fingerless gloves to match. His metallic silver boots kicked up dust as he landed. He adjusted his red scarf when he stood up and put on a pair of sunglasses to hide his dark blue eyes.

A rabbit jumped out second; Peppy Hare. He was covered with grey fur with similar white accents to James. He was wearing a similar outfit, but had in a red flight suit instead. His brown eyes were a bit more cautious than James' were. He waited for James to issue an order

The third pilot did not jump out, though. Pigma Dengar was a hog, and just as greedy as one. He wore a white jumpsuit over his rough, pink skin, but no flight jacket. His black eyes darted around constantly, as if expecting something to happen soon.

James shouted up to his teammate, "C'mon Pigma, we need to move. Get down here!"

Pigma snorted and replied, "I think I'll stay here; make sure no one comes this way after ya."

James was surprised; Pigma rarely had a good idea, so this was definitely a moment to remember. "Alright, you do that, Pigma. Give me a ring if anything suspicious comes around."

James sped for the opening and entered it. Peppy wasn't too far behind. The duo ventured deep into the tunnel, eventually finding a metal grate in the ground. James kicked it in and jumped down. The corridor on the other side was empty.

James pulled out his blaster and looked up at Peppy, "Alright, I'll go it alone from here and see if there is anyone lingering around. Wait for my signal."

"Alright, James. Be careful." Peppy replied. He knew that James was capable, but he still couldn't shake the bad feeling this planet gave him.

James disappeared into the facility, and Peppy waited for his signal to enter. But after a moment or two, something caught Peppy's eye. It seemed that someone was stumbling towards him from the surface. Peppy held his wrist communicator up to his mouth and whispered into it, "Pigma, wake up, there's somebody coming, why didn't you warn us?"

There was no reply.

Peppy whispered again, "Pigma? Come in."

"Calm down, Peppy. I'm right here, pal." Pigma had left his Arwing cockpit, and was now standing in front of Peppy in the tunnel, his blaster drawn and pointed at Peppy. "Don't worry, it'll all be over soon."

James had finished his scouting and found that nearly the entire base was devoid of life. "What is this, everyone's day off?" James holstered his blaster and held up his wrist communicator to talk to Peppy. "It's all clear, Peppy. Come on in."

Peppy didn't respond, and that's when James knew that something was wrong. He pulled his blaster again and began making his way back to Peppy's position outside the base. He was nearly to the surface when his comm chirped on and he heard a conversation, on the other side between Peppy and Pigma.

"What did you do, Pigma?"

"I made a lot of money, that's what."

"How? Who are you working for?"

"My new boss, and all I had to do was distract you! My boss'll be finding James in no time. And then I get paid!"

The comm channel closed after that. James and Peppy never truly trusted Pigma, and now they realized why. James knew that he was in trouble, but he also knew that Peppy needed his help. He raced for the opening in the ceiling to Peppy and Pigma's location, but as he was about to make the jump, a blaster shot struck his leg. He fell to his knees, unable to stand back up.

"I can't let you do that, James!"

As James knew the voice; it belonged to Wolf O'Donnell, one of the members of the rival StarWolf Team. His grey fur was offset only by his white snout and mohawk as well as the patch over his left eye. He was holding a blaster with a sharp bayonet at the end, pointing it at James.

"Wolf! What are you doing here?" James shouted at him.

"Looking for you, of course. The boss will want you alive"

"Boss? Who?"

"Why don't you come with me and we'll find out."

James looked up and saw Peppy and Pigma struggling with each other. Peppy managed to kick Pigma off of him and into the base below. James shouted to his friend.

"Peppy, it's a trap! Get out of here! Tell the Gen—"

Wolf hit James over the head with the blunt end of blaster. It knocked him out cold.

"JAMES!" Peppy shouted and watched in horror as his best friend was carried back into the depths of the facility.

"Get that rabbit!" Wolf barked to his team. Peppy stood up and ran straight for his Arwing. He climbed in, powered it up and took off for the skies.

James woke up hours later to the sound of maniacal laughter. He knew that he had never heard it before, but it still sounded oddly familiar. When he opened his eyes, he saw the silhouette of an ape in the distance.

The silhouette spoke in a deep, dark voice "I've been waiting for you, James McCloud. I knew you would come here on the General's orders."

James finally recognized the voice. The silhouette walked into the light to reveal a tall, brown skinned ape. His busy white hair framed his wrinkled face. He wore a cloak that concealed the rest of his body.

"Andross!" James barked. He tried to move, but his body had been tied down to the table that he was laying on.

"You have caused me much pain over the years, James."

"What? How? I have no history with you."

"You have more of a history than you think, my friend."

"What do you plan to do with me, anyway?"

Andross turned his back to James and grinned, "You will be dead soon enough."

James looked astonished. He had never even met or spoke with Andross before this day, and he had absolutely no idea why he would want to kill him.

"Why, you have no vendetta against me."

"Ah, but I do. You remember that morning. Nineteen years ago, it was a winter morning when you met her."

James froze; he knew exactly what day Andross was referring to. He responded in a soft voice, "…Vixy?"

Vixy Reinard McCloud was James' wife. James met her at the Cornerian Military Academy. She was a fox, in every sense of the word; her orange fur was infatuating to anyone who gazed upon her. The white patches around her snout only complemented her gorgeous green eyes that had stolen James' heart from the moment he looked upon her.

Andross continued, "Ah, so you do remember. But, you see, that was the very day I began to DESPISE you, McCloud."

James sarcastically replied, "Why, did you love her?"

Andross fell silent.

James, realizing the truth in Andross' silence, continued, "You did love her…didn't you?"

Andross exploded, "I adored her! She was an angel. But she never even knew that I existed once she met you. I knew that if I was to free her from your tainted hands, I would need you out of the picture." He paused for a moment before finishing, "But how was I supposed to know that she would be the one to turn the key."

James was consumed by a terrible memory; after all, how could he forget the morning she was killed. It was a cold spring morning on Corneria. Vixy was heading into work when her car wouldn't start, so she decided to borrow James'. But the night before, unbeknownst to both of them, Andross had rigged James' car with a bomb, and when Vixy turned the key, the car detonated.

And at that moment, James came to a stunning realization.

"It was you! YOU KILLED VIXY! YOU SON OF A BITCH! I'LL KILL YOU!" James struggled with all of his might to move, but it was useless; he was tied down too tight. After struggling for a moment, he gave up and merely gritted his teeth in is newly formed hatred.

Andross turned his head and shouted back, "Did you not hear me, you daft fool? She was not meant to die that morning, James. It was supposed to be you!"

Andross faced James. "But now I can set things right and have my revenge. Soon, all of Lylat will be in my hands." His maniacal laughter consumed the room. "But first, I need to make sure that you and your Star Fox Team cannot stop me!"

Andross began his maniacal laughter once again. James could do nothing but watch as Andross approached him and everything in his sight faded to black.


	2. Chapter 1: Downtime

**Chapter I  
****Downtime**

Fox McCloud shouted as he jolted awake. He sat up in his bed, his fur drenched in a sweat so cold, he could have sworn he was on Fichina; his heart was nearly pounding itself out of his chest. He began patting his body to make sure he was still in one piece. He looked around and found himself safe and sound in his quarters on the Great Fox.

_It was just a dream,_ Fox thought as he fell back into his bed and lay there for a few moments while he caught his breath and let his heart slow down to its normal speed. He glanced at his clock: 11:04 am, Corneria City time. Fox sat up on the edge of his bed and rubbed his eyes. He stood up, wearing the pair of black sweat pants he normally wore to bed, and decided to jump into a hot shower to shake of his dream. After he dried off, he slipped on a thin black undershirt and put on a pair of blue jeans. He completed his look when he put on a white button-up shirt, but left it unbuttoned.

He sat down at his desk and looked over the numerous papers cluttered over the surface. He started shuffling through them, looking to see if there was anything he needed to go over. There were order forms for all sorts of things: weapon supplies, food replacement, and the bank statement concerning the eighty-year loan his father took out to pay for the Great Fox. The let out an exhausted sigh. He glanced up quickly and soon found himself staring at a picture of his family.

The picture was taken when Fox was only one year old; his mother was holding the infant fox in her arms and her father was standing at her side. Peppy was behind the camera after an outing together.

Fox looked exactly like his father; at least that is what Peppy always said. He did, after all: orange fur covered his body except for the white stripe accent that ran between his ears down the back of his neck as well as around his snout. He was even gifted with the same natural-born flying ability his father was. And even though he never truly knew his mother, he always had something to remember her by: his bright green eyes.

_I'll deal with all this crap later, _Fox thought to himself as he wiped a tear from his eye. He stood up, slipped on a pair of shoes, put on his wrist communicator and left his room.

* * *

Fox McCloud was only two years old when his mother died in a "car accident." This left James McCloud to care for his only son. He continued his work as a mercenary, as the founder and leader of Team Star Fox. He worked alongside his good friend, a calm rabbit named Peppy Hare. They hired a third member, the greedy hog named Pigma Dengar.

One summer day, Team Star Fox was hired to investigate the barren planet of Venom. The crazed scientist Andross had been exiled to Venom after one of his experiments caused the destruction of nearly an entire Cornerian city. When the team arrived on Venom, Pigma's greed got the better of him, and he betrayed his teammates, handing them over to Andross. Peppy escaped, but James was not so fortunate.

Peppy raced back to Corneria to inform Fox about his father's fate. Fox was distraught and enraged; his hatred for Andross began that day. He was enrolled in the Cornerian Flight Academy, training to become a great pilot like his father, hoping that he would eventually fight alongside his father as part of the Star Fox Team.

After his father's death, Fox dropped out of the Cornerian Military Academy and decided to salvage what was left of his life. Months pass, and Fox drifted around, living on his father's life insurance funds. However, his life turned around when he learned that the massive battleship his father had requested, The Great Fox, had finally finished construction.

The Great Fox was a Dreadnaught-Class Cruiser. The bulk of its body could play residence for as many as ten. Its four large wings allowed it to glide safely when inside a planet's atmosphere. There were two docking bays on the massive ship: one on the underbelly, which is where the personal aircraft launched from, and a second below the tailfin, right behind the oversized engines, which acted as backup hangar. A long neck stood out from the front of the ship, which is where the command bridge is located. Just underneath that neck were the primary, and only, weapon systems on the ship; the heavy laser cannons. These weren't only used to destroy hostile flag ships, but were also useful in an asteroid field.

Since his father had passed, Fox inherited ownership of it, as well as its robotic pilot, ROB-64. He saw this as a sign, and decided to re-establish the Star Fox Team in order to protect the Lylat System and eventually get his revenge on Andross.

* * *

Fox's room, along with the nine other rooms, was located in the barracks section of the ship. Four of the rooms were occupied: one room for each of the four members of the team. Fox walked past three vacant rooms before passing Falco Lombardi's room.

Falco Lombardi is the Star Fox Team's best pilot. Fox met Falco at the Cornerian Military Academy, where the two quickly became fierce rivals. Falco thought highly of himself, thinking that he was the best pilot in the academy. He's a full year older than Fox, but the two immediately recognized each other's skill. Nonetheless, Falco held Fox in the highest respect, and the two eventually became good friends. Still, Falco has always been a bit of a loner. He rarely talks about his past, and even though he seems cold-hearted at times, his loyalty for the team is unstoppable.

Falco emerged from his room just before Fox walked past. His blue feathers were combed down. The red accents around his eyes complemented his golden beak. His outfit was similar to Fox's except he had red button-up shirt that was halfway buttoned.

"Hey Fox, what's up?" Falco asked with a somewhat excited voice.

Fox was still a bit shaken from his dream that morning, but the last thing he wanted to do was show any weakness to his team, especially Falco. "Uh, nuthin' much, bud; just headin' up top to the bridge, see if we got any work today."

"Cool, I was gonna head to the cafeteria and get a bite to eat. Man I tell ya, somethin's gonna happen today; I can feel it in my feathers." Falco took a left at the next hallway intersection. "I'll catch ya later, buddy."

"Later Falco." Fox continued took the right turn at the intersection. He continued down the halls to the stairwell that would take him to the bridge of the ship. He took the first step when he heard someone coming down the metal stairs. Slippy Toad soon emerged.

Slippy was a frog; he had green skin, with a white lower jaw and blue eyes bulged out of the top of his head. Resting in between them was a small, red cap with the letter 'S' embedded into the front side of it. He was wearing a blue jumpsuit and utility belt filled with tools of all sorts. Fox wasn't surprised at this since it was his normal outfit.

Slippy Toad and Fox have been friends since their early years, before joining the academy, even. Because of their close friendship, Slippy ended up joining the academy with Fox. However, piloting was never really Slippy's forte, as he was a bit clumsy in a fighter. He was more into mechanics and maintenance. He is the technical genius behind the team. Slippy actually made several modifications to better his father's Arwing design, and even went as far as to design and construct a tank and submarine based on the design.

"Hey Slippy! What's up?"

"Heya Fox," Slippy replied in his high-toned voice. "I was on my way to the hangar to install those Twin Laser modifications I made up.

"Awesome. I can't wait to try 'em out. I'll see ya 'round." Fox allowed Slippy to pass and head down the hall.

"See ya Fox."

_How the hell does that hat stay on his head, _Fox thought as he walked up the stairs.

After climbing up two flights of stairs, Fox opened the door to the bridge of the Great Fox. It was a large room full of monitors and computers that reported all sorts of information about the ship's current state, as well as the surrounding space. There were four chairs sitting around the room, one for each member of the team. ROB-64, the Great Fox's robotic pilot, circled the room, recording data from all the monitors around the bridge.

In the center of the room was a large, holographic projector. It was currently displaying a hologram of the known Lylat System, with Papetoon highlighted as their current location. Papetoon is a planet on the far edge of the Lylat System, so far out that many don't even consider it to be part of the System at all. However, this is where Fox grew up; James re-located his family after the death of his wife. The planet is covered in lush plains and vast oceans with a few cities here and there; many say it rivals Corneria in beauty.

Fox continued to look around the room. One of the pilot's chairs was occupied by Peppy Hare, a rabbit, and the oldest member of the Star Fox Team. Peppy was a little on in years; his fur was a gray tone, with a white accent that ran between his ears. His brown eyes always seemed calm to anyone who looked into them. He wore khaki pants and a fully buttoned up, brown plaid shirt. He greeted Fox as he entered the room.

"Good morning, Fox! How'd you sleep last night?"

"Not too bad, Pep," Fox lied. "We get any messages from the General?"

"Not today Fox; it looks to be another dull day."

Peppy Hare was lifelong friends with James McCloud, Fox's father. Naturally, Fox became great friends with Peppy, so when he needed a strong advisor for his team, Peppy was the prime choice. Originally, Fox wanted Peppy to take control of the team. But Peppy respectfully declined believing that Fox was a natural-born leader, just like his father. Peppy may be a little on in years, but he is still a valiant pilot, and can handle his own in the battlefield. And because of his hardened battle experience, he usually knows exactly what to do in tough situations, giving the whole team advice when they need it.

Fox approached ROB-64, the Great Fox's pilot. Since the ship was so large, they needed someone who was more than a professional, so ROB-64 was programmed to pilot. His yellow metal skin was pristine in condition. His arms and legs were as skinny as they could be. His head was tall and he had a thin and a red light that acted as his eyes.

"How's the ship running, ROB?" Fox asked. He had almost no idea what most of the screens were projecting, but he wasn't worried about it. After, ROB was programmed to know.

ROB responded in a predictable, robotic voice, "All systems are functional."

"Good to hear, ROB. Keep it up." Fox felt that he needed to encourage ROB so he didn't feel unimportant, because there was always something odd about ROB: he had feelings.

"Affirmative. Thank you Fox." ROB replied and continued to take information off of the screens. Fox took a seat in his chair, leaned back and sighed.

The Star Fox Team was a mercenary group. They did whatever job the paying man asked, whether it was collecting a bounty hunt or an escort mission. If the team was getting paid, then they did the job, and they did it right.

The doors suddenly opened, which startled Fox. He spun around in his chair to see who it was; Falco strolled in eating a doughnut. He took a seat in his chair next to Fox's.

"So Falco, when is all the excitement gonna start up?" Fox asked, remembering his comment from earlier.

Falco leaned back in his chair and took the last few bites of his breakfast, "I don't know, but hopefully soon. I hate just sitting around here day after day." Falco flew one leg over the other and got a bit more comfortable in his chair. "Hey, where's frog-boy?"

Fox put on a fake smile, "Slippy," he said, putting emphasis on the name, "was going to install the Twin Lasers he designed."

Falco grinned, "Well, at least he's got something to do."

Fox replied, "Yeah, I don't like this dull life either; we're running low on money and I still have seventy-eight years of that eighty-year loan to pay off. We need something to do that'll earn us some money."

At that moment, as if planed, the central computer turned yellow and began bellowing out a sort of alarm. The holographic projection of the Lylat System was replaced with the word 'MESSAGE' in big, bold letters.

Falco grinned, "See, Fox! I told you somethin' was gonna happen; I told ya!"

Peppy examined the central computer and after a moment he spoke, "It's from General Pepper; priority one!"

Fox began grinning as well, "Well, play it Peppy."

Peppy hit a button and the holographic display changed to an image of General Pepper. Fox walked up to the computer and watched the message closely. He was an old hound dog and had seen his fair share of battles in the Lylat System. He was dressed in his red General's uniform. His face wore worried look.

The message began playing, "We need your help, Star Fox; Andross has declared war! He's invaded the Lylat System and is trying to take over Corneria! Our army alone can't do the job. Hurry, Star Fox." The transmission then terminated.

Fox was petrified, his jaw wide open, and he could barely muster up a word.

"You ok over there, buddy?" Falco eventually asked, looking over at Fox. Falco was well aware of what had happened to Fox's father, and understood why he would be petrified.

"Andross…?" Fox had slumped back into his chair, his jaw still wide open. The team sat in silence for a moment. Fox closed his eyes, took a deep breath, and reopened his eyes. He had a strong, confident look on as he addressed his teammates, "Alright guys, listen up. We need to get to Corneria and help them fend off this attack. We don't have a moment to lose."

The elevator doors opened once again to reveal Slippy.

Fox continued, "ROB, set a course for Corneria; top priority. We need to be there ASAP!"

ROB replied, "Affirmative!"

"What's going on guys?" Slippy asked, completely lost about what had just happened.

Falco relented, "It's a good thing you just installed those lasers, Slippy, 'cuz it sounds like we're gonna need 'em soon."

* * *

Corneria is a 24-hour trip away from Papetoon. Fox took the time to get in a good night's sleep before being thrown into the heat of battle. Fox awoke the next morning to sound of his wrist communicator ringing. Fox sat up in his bed and swung his legs over the edge. He rubbed his eyes awake and stood up. Wearing only a pair of sweat pants, he stumbled over to his desk, sat down and clicked his wrist communicator on.

Fox, still half asleep, spoke into the device, "Hello?"

ROB's voice sounded from the communicator, "We shall be arriving at Corneria within two hours."

Fox replied, "Alright, thanks ROB." Fox turned his communicator off and placed it back on the desk. He rubbed his eyes once more and looked around his desk. His eyes stopped when he glanced at the picture on his desk. He stared at the photo for a few minutes before standing up and heading for the shower.

Fox dried off and slipped on a green, sleeveless jumpsuit, threading his tail through a hole in the back. He draped a red scarf around his neck, reached behind his back and tied a knot with the ends. He then put on a beige flight jacket and a matching pair of fingerless gloves before sliding on a pair metallic silver boots. The last thing he put on was a holstered blaster, in case he needed to go in on foot. He took a look at himself in the mirror, let out a small chuckle, and began heading up to the bridge.

Falco, Slippy, and Peppy were already on the bridge, wearing their own uniforms; Falco matched Fox's outfit except for his orange jumpsuit. Slippy was wearing his normal blue jumpsuit, but had his flight jacket on over it. Peppy wore a red jumpsuit and a flight coat that hung down to the floor. Fox walked up to the central computer which was displaying the Lylat System, but their current location was highlighted as Corneria.

Fox walked over to the window, observing the planet from orbit. So much of the surface was ablaze; he actually saw the fires from orbit. Explosions were going off every second it seemed. Not to mention the massive orbital battle that was taking place around the planet. In the ten minutes since the Great Fox began orbiting the planet, at least five Cornerian Flagships had been shot down. He knew that if they were going to save this planet from this attack, they would need to act now.

The central computer console turned red; the Great Fox had received a live transmission from General Pepper. Fox approached the computer and flicked the switch to receive the call. The General's image appeared in the holographic projector.

Fox spoke in a confident voice, "General Pepper, this is Team Star Fox, reporting for duty."

The General replied, "It's about time you showed up. You're the only hope for our world."

Fox replied, "We'll do our best, General. Andross won't have his way with us."

Ending the transmission, Fox immediately spun around and barked an order, "ROB, keep the ship in orbit and provide support to the orbital battle. All other hands to their Arwings; we need to get in there now. Team Star Fox, prepare for launch!" In an instant, all four of them made way for the hangar.

* * *

Fox, Falco, Peppy, and Slippy dashed down the hallway towards the hangar. The door opened, revealing the four Arwing fighter ships. They were held in place by clamps on the underside of the vessel. Fox climbed the ladder to the cockpit of his ships. He stepped in and sat down and buckled his harness. He slipped on a metallic head band that fit around the back of his heads and in between his ears; a small microphone popped out of the right side of the helmet.

Fox began to feel very nervous. He was always a courageous leader, but this was different. Although the team was frequently asked to do small errands for Corneria, such missions rarely called for any real combat; this was his first true combat mission, and even more, it was against his nemesis. But he knew that he had to be confident and brave, if not for himself, then for the sake of his team. They all looked up to him; he was an inspiration.

The large hangar doors on the underside of the ship opened to reveal the vast Cornerian Ocean; Corneria City lay just beyond the horizon. Fox could clearly see the black smoke rising from the city, even from several miles out. ROB's mechanized voice came over the Arwing communication system, "Launch preparations complete; all ships ready for launch. Good luck!"

_Alright, here goes nothing!_

"Is everyone ready?" Fox asked. His team responded with a resounding, "Ready!" Fox shouted over the comm, "Launch all ships!" and the four Arwings sped out from the hangar and raced towards the Cornerian horizon.


	3. Chapter 2: Enter Star Fox

**Chapter II  
****Enter Star Fox**

"Open the wings," Fox said over the comm channel. As he did, he was pressing a button sequence on his dashboard and the wings of the Arwing spread a little wider, allowing for an easier flow of air and a faster approach. The other three Arwings did the same.

"All ships report; check your G-Diffuser System," Fox continued, "Make sure there's no kinks in it; we don't want these things going bad in the middle of a fight." Each of his teammates replied with their ship's sates.

"Falco here; I'm fine."

"This is Peppy; all systems go."

"Slippy here; I'm ok."

Fox and his team continued over the ocean toward the city under siege.

Fox continued with his orders, "Alright, we're gonna enter the city from the east side over the ocean. Once we enter the city, we'll sweep out any resistance the enemy gives us. The General has ordered all of his fighters to pull out, so don't hesitate to shoot. Once we clear the city, we'll head out into the nearby plains on the west side and finish the job. We shouldn't have any resistance after that; this was the most heavily hit place, so it's our first priority. If we can eliminate the commanding officer, then the rest should bug out"

The team remained silent during the approach. Fox took a deep breath when, on the horizon, he saw two ships flying around as if patrolling the area. Fox knew these had to be Andross' fighters; they didn't look like Cornerian fighters.

"I see 'em up ahead! Formation A! Let's rock and roll!"

Falco banked off to the right, Slippy to the left, and Peppy did a full loop to take up the rear. Fox hit the thrusters and took point. He charged up his twin lasers, and locked on the first patroller.

"Falco, take the patrol on the right!" Fox shouted, releasing the trigger and watching the large, red ball of charged energy home in on the unsuspecting fighter. It collided, and sent the flaming wreckage down into the Cornerian Ocean. Falco did the same and took out the other patrol.

Just as soon as the decimated ships hit the water, five more emerged from the ocean and began to fire. Fox narrowly banked out of the way. Peppy took advantage of the opening Fox created, and shot them all down in a ball of fire.

But soon enough, Slippy's clumsy piloting got the better of him; Fox noticed Slippy's ship speeding off towards the city with a fighter chasing him.

Peppy shouted out, "Slippy, come back! You've got a bogey on your tail!"

"Whoa! Fox, help me!" Slippy pleaded as he flew about 100 meters in front of Fox.

_Come on, Slippy, we aren't even in the city and you're already gettin' careless._

Fox charged up his laser again, and locked on the ship tailing Slippy, and fired the shot. It destroyed the bogey, and Slippy flew back into formation on the left side of Fox.

"Thanks, Fox. I thought they had me there."

Falco sneered, "Hey frog-boy, try to be more careful, will ya?"

Slippy retorted, "Shut your beak, Falco. I wasn't cut out for flying."

"Then maybe we should replace you with ROB; he'd be a more capable pilot than you are."

"This really isn't the time, you two," Fox interjected as he shot down three more bogeys. "We're entering Corneria City now."

The team flew through the brick wall canyon that opened up into the capitol city, which was now nearly in ruins. The buildings were all blown to pieces, and the ones still standing were pouring jet black smoke into the sky.

"This is horrible," Falco said, shooting down a few bogeys in the process.

"Yeah it is," Fox replied. He tightened his grip on the controls, "Andross is gonna pay for this."

"Everybody stay alert," Peppy pitched in. "Don't go getting shot down."

The team continued through the ruins of Corneria City. Ships started emerging from behind ruins and buildings in an attempt to ambush the team. Fox easily shot them down, and as he watched them fall and explode on the ground, he noticed several tanks scooting their way through the city using the main roads.

"I'm going in low to take out those tanks." Fox began his decent, "Falco, cover me, will ya?"

Falco replied, "Sure thing, Fox. I gotcha covered."

Fox hovered a mere 10 meters above the ground and aimed at the convoy of tanks heading towards the plains. His twin lasers fired and blew the tanks into nothing but smoldering piles of scrap metal. He continued to follow the roads and wipe out all of the tanks in his way.

He began to pull up when he heard Peppy shouting over the radio.

"Fox, you got an enemy on your tail."

Sure enough, Fox was being tailed by a fighter. He instantly pulled his Arwing up and around, doing a full loop and finding himself behind the very ship that was tailing him not ten seconds ago. He charged up his laser.

_I don't think so, bitch!_

Fox let the shot fly, destroying the ship instantly. He continued through the city towards the plains. Falco sped up ahead, banking and spinning as if he were showing off, which he very well could have been.

"I got this one, Fox, just get the guys behind me!" Fox watched Falco boost up ahead and to the right; three enemy fighters pursuing him. Fox needed to catch up, so he put on the boosters and started firing at the ships behind him. He managed to get two of them before the throttle overheated. Falco began to make another pass in front of Fox.

"Dammit! There's something wrong with my G-Diffuser," Falco complained. "I can't shake him!"

_The G-Diffuser! That's not good!_

It isn't hard to fix a G-Diffuser malfunction mid-flight. It did, however, consume the pilot's full attention. If Falco was trying to fix his G-Diffuser, then he was a prime target for the enemy.

Fox needed to take out that last fighter, so he began charging his shot so he could lock on, but Falco was too far ahead. His boosters hadn't fully cooled down, but Fox had no choice; he punched the booster once again. His Arwing doubled its speed and caught up to Falco's in no time at all before they overheated. Fox locked on his shot, and fired. The red energy blast hit the last fighter, sending it smoldering down to the ground below.

Falco used the opportunity to fix his G-Diffuser malfunction. Pressing a number of buttons on his dashboard, the wings on his ship adjusted themselves back into the correct position, correcting the problem. He soon reported that his ship was flying right again.

"So, I guess I should be thankful, huh?" Falco added.

Fox replied, "Yeah, Falco, you really should be."

The team continued their flight and eventually found themselves leaving Corneria City limits, heading into the plains. Fox looked over his energy detector; a large energy source lay up ahead. He looked up and discovered several ground turrets firing ceaselessly at his Arwing. He immediately pulled up and did a full loop.

Peppy saw the incoming attacks and barked out advice, "Fox, quick! Do a barrel roll!"

Fox threw his Arwing sharply to the left, doing a numerous full rotations. The team called this a barrel roll, and it was the most useful technique they had. Slippy had engineered the Arwing to give off a brief magnetic disruption field when the Arwing did a full barrel roll. This repelled all energy fire for a second, giving them a chance to attack.

The energy shots bounced helplessly off of Fox's Arwing as he did the barrel rolls and drew fire away from his teammates. In turn, the other Arwings fired on the turrets, destroying them. Fox straightened out his Arwing as the team flew out over a nearby lake.

Falco raced ahead of Fox and started banking back and forth, doing a few rolls in the process. "Showing off again, eh Falco." Fox said. That's when Fox noticed seven rock formations breaking the surface of the lake. They all formed half circles above the surface.

_Maybe I'll do a bit of fancy flying myself._

Fox's Arwing dove and flew though the first loop, immediately pulled up and did a somersault, and flew through it a second time. He then banked to the left and flew through the next one, banked to the right and flew though the third one.

"Pretty smooth flying, Fox." Falco was obviously watching. Fox decided to keep piling it on, and flew through the next four arches with no problem at all.

But Falco wasn't watching Fox this time. "Fox, this way. Follow me!" Falco shouted as he flew his Arwing straight into a waterfall.

"Falco, where ya going?" Fox asked, completely oblivious to the battleship that just flew overhead, "That's not the planned route!" Fox wanted to stay on track, but Falco was too far gone.

Slippy chimed in, "Fox, didn't you see that huge battleship fly overhead just now? We need to catch up to it."

_Dammit, I was too busy showing off!_

Slippy and Peppy started veering for the canyon wall as well, following Falco. Fox threw on the boosters and gave chase as well, abandoning his pre-planned route. He soon caught up to Falco who was flying over the Cornerian Ocean, mowing down every enemy fighter in sight, taunting them as he did so. "Time for a little payback, ya jerks!" He shot down yet another fighter, "Gotcha! Bogey down."

Fox grinned, "Wow, Falco. That was impressive."

However, their conversation ended when a deep, mysterious voice broadcast over their communication channel. "Ah, someone wants to play, huh?"

Peppy shouted out, "Incoming enemy from the rear; drop altitude!"

Fox and all the other Arwings dropped down and started skimming the surface of the water. Meanwhile, a gargantuan ship flew overhead with a deafening roar. It was of an odd shape; it looked like standard flagship with two pylons attached on the left side of the ship, one on top of the other, with a third on the right. The third pylon opened up, and a good number of ships started pouring out of the hatch.

"ROB!" Fox called out over the radio, "bring the Great Fox down here!"

ROB replied, "Negative; the Great Fox is engaging the enemies in orbit and is unable to provide assistance at this time."

_SHIT! How am I supposed to destroy something this big with just an Arwing?_

The hatch had stopped spawning fighters after about twenty, and closed. Within seconds, the other two pylons opened up and began pouring out their own squadrons of fighters. Falco flew right in front of Fox, shooting down a fighter, "Hey Fox, we'll take care of these little ones. You just focus on that mother ship."

"Alright, but I have no idea how to do that Falco," Fox replied. The other two hatches closed; the third one reopened and began pouring out fighters again. Falco, Peppy, and Slippy continued to shoot down fighter after fighter while the hatches on the ship switched back to the right side, and more fighters started pouring out again.

Peppy was chasing down a fighter when he caught a glimpse of the interior of the ship's pylon; at the very far end was a propane tank. Peppy suddenly got a brilliant idea. "Fox, shoot inside the hatch when its open," Peppy shouted. "There's a fuel tank on the far wall! If you can hit it, the hangar should go up in flame!"

Fox banked to the right side of the ship and took aim inside. He saw the big white tank on the far wall and aimed for it and began firing. The first few shots missed by meters, but his sixth pair of lasers collided, causing the tank to explode into a rain of fire. The explosion ignited the stationary ships still docked and caused their gas tanks to explode as well. Soon, the pylon began to erupt into fire.

The explosions rocked the pylon until it detached from the strain and fell to the ocean below. "It worked, Peppy. Good eye!" Fox complimented his old friend. He then rolled over to the two remaining pylons and waited for them to open back up.

_I'll take out the top pylon, and let gravity do the rest._

Fox aimed for the doors of the top pylon waiting for them to open up. When they finally did, Fox boosted up for a closer look inside the pylons; both of these pylons had fuel tanks on the back walls. He looped back a few meters and started pelting the top pylon first, causing it to burst into flames just like before.

Fox watched as the pylon detached itself from the ship and began to fall. However, it didn't fall long before it collided with the hangar below it. Fox backed off and let gravity do its work; the second pylon detached from the collision; both fell into the ocean.

All that was left of the ship was the center of it, and it was barely staying in the air. Arming his four Smart Bombs, Fox took aim at the core of the ship. Fox was momentarily startled when the communication channel chirped back to life. Fox could hear sirens and alarms going off in the background before the mysterious voice began to speak, "Who…who are you guys?"

Fox locked on to the enemy ship and moved his finger over the Smart Bomb trigger. "We're Star Fox!" he said, and pressed the launch button. The small red bomb sped towards the enemy ship. It detonated with a colossal explosion, sending the ship towards the ocean in a flaming wreck.

The enemy pilot shouted over the radio one last time, "You'll never defeat Andross!" The comm channel abruptly terminated as the ship detonated into a large explosion, the like of which Corneria had not seen since Andross himself was on its surface.

Fox kicked his Arwing into gear and said, "Alright team, let's clean up the house." The team continued to gun down fighter after fighter; they were no match for the Arwings. Fox shot down the last fighter, "That's all of 'em. The Cornerian Military can take care of the rest." He pointed his Arwing towards the sky; the other three followed suit.

"We're heading out," Fox said over the radio, "All ships, report!"

"Slippy here. I can't believe we did it. I was worried for a moment."

"This is Peppy. I'm doin' just fine."

"Falco here. I got my G-Diffuser working again; so I'm fine. You ok over there, Fox?"

Fox replied, "Affirmative. It looks like we're done here; all ships, return to Great Fox and await instructions. I'll see you all on the bridge." At that mark, all four Arwings hit their boosters, and left Corneria behind, heading into orbit.


	4. Chapter 3: Into the Asteroid Field

**Chapter III  
****Into the Asteroid Field**

The Great Fox was waiting in orbit around Corneria. Fox took a second to relish in the ships massive size; it had to be larger than any other ship he had seen before. Fox and his teammates docked in the lower hangar bay. Fox jumped out of his ship, landing on the floor below. Falco shouted from across the hangar, "That was fun! Can't wait to get back into action!" He left the hangar with a huge grin on his face.

"That Falco," Peppy said, "he's gonna get himself killed one of these days."

Fox shook his head, "Well, you know Falco; he's only alive when he's flying. Let's get to the bridge and inform the General of our mission."

Fox emerged on the bridge of the Great Fox. Falco had already taken his seat in his chair, his legs crossed, hands behind his head and leaning back. He commented, "'Bout time! Let's get this ship moving to the next fight!"

"Calm down, Falco." Fox said, heading for the central computer. "We need to contact the General first and find out where we should go next." Fox began pressing buttons on the computer, and soon an image of General Pepper came into focus.

"General Pepper, Team Star Fox reporting! We have driven the enemy forces out of Corneria City; the planet should be safe."

The General sighed in relief, "That's great news, Star Fox. However, this war is far from over. I ask for your help on other frontiers."

Fox replied, "Of course, General. We'll help you all the way to the end. Where do you need us to go next?"

"My army is in the Sector Y Gas Nebula attacking the enemy flagships directly. We have things covered there for now. You and your team should head into the Meteo Sector and clean it out. Just watch out for those asteroids."

"Yessir, and don't worry; we won't let you down." Fox cut off the channel and relayed the next mission to his team, "All right everybody, you heard the General; let's clean up the Meteo Sector. Peppy, how far away is Meteo from here?"

Peppy, who had been observing the map of the Lylat System, turned and said, "It's about a twelve hour trip from Corneria."

Slippy smiled, "Just enough time to fix up the Arwings and prep them for the asteroids."

Fox walked up to the window of the Great Fox's bridge. The orbital battle was still taking place around Corneria, however, the tide had changed drastically since Fox had last seen it. The Cornerian Cruisers were shooting down the enemy with little effort.

Turning around, Fox began for the door. "I'll be in my quarters; notify me when we arrive." He walked out the doors and down the stairs. He walked up to the hallway intersection, barracks to the right, cafeteria straight ahead.

Veering to the right, Fox turned the corner and walked down the hall to his room. The door opened and Fox slipped off his flight jacket letting it fall to the floor below him. He sat at the edge of his bed and swung his legs over and lay down. He looked towards his clock radio: 5:38 pm CCT. Fox lay back and closed his eyes and let himself doze into slumber.

* * *

The Great Fox approached a massive asteroid field not too far away from Corneria; the Meteo Sector. The rocks in the belt were almost as massive as the Great Fox itself. But that was no match for the ship's Plasma Cannons. The cannons fired and, one by one, the asteroids were being reduced to mere pebbles.

Fox stood at the window, watching the asteroids get blasted to bits. He turned around and addressed the team, "Alright, we're gonna head into this asteroid belt and eradicate anything that could pose a threat to the Lylat System."

Falco chuckled, "Those things couldn't shoot me down if they tried."

"Still," Peppy said, "Don't even give them that chance."

Fox continued, "So, everybody knows what's goin' on here, right?" All three pilots nodded.

"Good, now let's get out there; Team Star Fox, prepare for launch!"

The pilots ran to their Arwings, climbed in and launched from the hangar and into the asteroid belt. "Things are really starting to heat up!" Slippy commented as they made their approach.

"Quit dinkin' around, Slippy, and watch yourself out here," Peppy started barking advice before the team even entered the asteroid field. "Shoot any asteroids that get in the way."

Slippy replied, "Just don't mess up that Arwing; I don't wanna spend all night repairing it."

"But, that's you're only use around here, Slippy!" Falco mocked at his teammate.

Slippy, a bit enraged, retorted, "Shut it, Falco. It's gonna be hard enough trying to fly through his minefield without your comments."

Fox, once again, had to break up the argument, "Knock it off, you two. The asteroids are getting bigger." The Great Fox wasn't too far behind them, shooting off as many of the gargantuan rocks as it could, but those Plasma Cannons can only fire so fast.

Peppy eventually broke the silence, "It's quiet…too quiet."

Fox watched as Peppy's Arwing flew up ahead of his. Moments later, he saw the Arwing bank to the left, doing a barrel roll in the process. A few energy shots flew up from behind the asteroids ahead. After falling back behind Fox, Peppy responded, "Be careful, everybody. It's a trap!"

It wasn't long after that before Andross' army made itself present. Several fighters emerged from a cluster of rocks and began firing on the team. Slippy and Peppy banked off to the side, shooting down a couple of the fighters and asteroids in the way. Falco raced ahead and launched a Smart Bomb into the center of the bogeys, leaving a single fighter and reducing the rest to flaming wreckage.

Fox closed in on the last bogey and locked on with a charged shot. The lone fighter knew his chances of survival were low, and he started to pull up into a loop. Unfortunately, for him, there was an asteroid right above him. His ship collided with the colossal rock with a ball of fire.

_Way to go, dumbass!_

However, the victory was short; emerging from the next cluster were ten more fighters, charging up their lasers. Fox instinctively fired another one of his Smart Bombs at the fighters, decimating all of them, as well as the cluster of rocks from which they emerged.

Slippy flew up ahead of Fox when he noticed a large asteroid that looked like the inside had been hollowed out. It was now just a shell of a rock, forming a sort of tunnel. Fox continued towards the tunnel, but was put off by Slippy's screaming, "Yikes, it looks like we've got company." He flew back behind Fox's Arwing. "Fox, take it out."

_What good are you if you don't even shoot at the enemy?_

He began charging up a shot, and tried to lock on. But his computer refused.

"I can't lock onto it!" He proclaimed.

"I got it, Fox!" Falco immediately boosted ahead of Fox, and fired several times at what was assumed to be its head. After a torrent of laser fire, the beast began to self-destruct.

"I guess it's you that should be thankful now, huh Fox?" Falco jested.

Fox replied, "Yeah, I suppose so. Thanks…"

…_ya asshole._

The four Arwings flew through the hollowed asteroid tunnel. Fox looked out ahead and noticed something. Several huge asteroids, some the size of the Great Fox, were incoming."The asteroids are getting even bigger; watch yourselves," he relayed to his team. Slippy also noticed something about the rocks.

"The asteroids are colliding with each other. The gaps are closing," Slippy shouted to his team.

Peppy rattled of his advice again, "Use the boost to get through, or use the brakes and wait it out."

Fox boosted up ahead of his team and through the first gap before it closed. He then put on the brakes and waited for the perfect opening before racing through the next gaps. The next gap was fast approaching another collision. He had to quickly bank to the right to avoid the crash and glided right on through the opening off to this side, emerging safely from the gargantuan asteroid field. Falco, Peppy and Slippy soon emerged as well.

The team continued to navigate through the asteroid field. It seemed oddly quiet again, and it seemed that Falco was the only one who liked the feeling.

_They have to be planning something big._

Peppy broke the silence again when he shouted over the radio, "They're sneakin' up behind us! I'm getting careless." Peppy's Arwing went racing out in front of Fox's. Within seconds, four small fighters raced past as well, tracking Peppy's every maneuver. "Fox, give me a hand, will ya?" Peppy pleaded.

Fox had to throw on his boosters to catch up. He started charging up a shot in the process and locked on to one of the bogeys when he got in range. Letting go of the trigger, the shot flew out and reduced two of the fighters to scrap metal. Fox had no trouble picking of the last two fighters.

Peppy pulled a u-turn and flew back behind Fox. "Thanks Fox. Your father used to help me like that, too," he commented as he fell back into formation. "Don't rest yet, we got more enemies coming from behind."

Seconds later, ten small fighters flew over Fox and out in front of him. His teammates managed to shoot down five of them. Fox joined in, and started firing at the group, taking out another two.

As the fighters fell, many more appeared. There were now a total of twenty fighters in front of Fox, all of them shooting viciously at the team. Fox banked into a barrel roll in order to dodge their fire.

"They're trying to overwhelm us," Fox warned his team. But Falco was already on the job. He raced out in front of Fox once again and launched another Smart Bomb at the crowd of enemy ships. After the smoke cleared, only three fighters were left behind. Peppy and Slippy easily finished them off.

"Enemy ships neutralized!" Slippy said in a triumphant tone.

"But it's only gonna get worse," Fox replied.

But knew the attacks were only going to get fiercer the further in they got. He saw another enemy up ahead, but it was unlike anything he had ever seen. I almost looked like a spastic butterfly.

"Stay alert, Fox," Peppy warned. "We have no idea what we're up against."

Fox replied, "I know that, Peppy."

Fox glared at the spastic butterfly and noticed something. "It's not a ship. It looks more like a robot." As he continued to stare the enemy down, it began to attack in a way no one had ever seen. It let of a wave of energy that made a circle of lasers. It was too late for Fox to move, and one of the lasers collided with his Arwing, rocking it back and forth.

After Fox regained control of his Arwing, he looked up at the enemy; it was launching another attack, just like the one it did before. The lasers all formed a circle that got larger in diameter the closer it got to his ship. That's when Fox got an idea. He banked towards the blast and flew right through the center of the attack.

His Arwing took no damage, but better yet, it put Fox in the prime position to shoot at the foe. The first few hits stunned the creature, but it soon re-stabilized and strafed off to the left and fired its laser circle again. But Fox knew what to do this time; he banked and barrel rolled to the left and flew through the center of the blast once more, and began firing on the creature, destroying it in the process.

"Way to go, Fox!" Slippy cheered as the team continued deeper into the asteroid field. Another cluster of asteroids lay directly in their path. By this time, Fox and his team anticipated an enemy attack to emerge from behind the rocks, so Fox decided to let another one of his Smart Bombs destroy the rocks and anything hiding behind them. However, when the smoke cleared, there seemed to be no trace of enemies in the area.

Fox soon heard Slippy yelling over the radio once again, "Fox, they're behind me, get 'em!" Slippy flew out in front of Fox's Arwing to give him a clear shot at the five ships closely tailing him. Fox managed to shoot three of them down before they got out of range.

"Slippy, get back here, I can't help you if you're way out there!" Fox yelled at his friend. He saw the Arwing do a u-turn as it started to fly straight at his. Fox dove a bit to get under Slippy's Arwing and get a clear shot at the two bogeys still chasing him.

Slippy started pleading, "I'm in real trouble here, Fox. My Arwing can't take much more of this." But Fox managed to shoot down the last two ships as Slippy passed over.

Fox commented, "There ya go, Slippy. That's the last of 'em."

"Thanks Fox, I thought I was a goner." Slippy relented.

Falco chimed in, "Hey, it looks like we're coming out of the asteroids. That means there's no chance of Slippy running into one anymore."

Slippy just grumbled at the comment. They emerged from the field. "I guess we cleaned them up," Peppy stated.

"I suppose we can tell the General that we're all done here." Fox said. He then started a comm line to the Great Fox. "ROB, we're done here; heading back to the—"

He was cut off by yet another deep, menacing voice, not unlike the one he heard on Corneria. "I cannot allow you to go any further."

"All ships, eyes up!" Peppy said. Fox looked up to see another massive ship. But Fox knew what this one was; it was a rock crusher, machine that the Corneria Mining Facility used when they needed to clear a path through the asteroid fields. However, it seemed that this one had been hijacked by Andross' army for use as a weapon.

The ship looked like a massive capitol ship, except for the rear which had an odd disc that rotated, with a small opening in the side that allowed it to shoot a high caliber cannon. This was how it cleared the rocks that were approaching from behind. Its new owner, however, decided it would be better suited as a weapon.

_I need to take out that cannon before it does some serious damage, but I can only shoot the exposed one. Alright, let's do this._

He watched as the disc rotated and stopped over one of the four cannons. He immediately began to fire his twin lasers at the opening, and before it could even fire, the cannon was destroyed. It rotated to the next cannon in sequence, and Fox began firing at this one as well, but not all of his shots hit, since it managed to fire a missile before Fox destroyed it. The shot was coming right for his Arwing. Fox reacted by spinning his Arwing into a barrel roll, banking off to the right in the process. Since the attack wasn't energy based, he needed to dodge it.

By this time, the next cannon was operational. Falco had begun to fire on it while Fox was dodging the attack. It exploded and the disc rotated to the final cannon. Both Fox and Falco fired furiously at the opening, decimating it in seconds.

The ship began to accelerate, detaching the whole back half in the process. In the meantime, the pilot of the ship came back over the radio and said, "I'm no match for you. I admit defeat."

_So, you surrender, yet you are still moving into an attack position?_

"Fox," Falco began, "are you gonna listen to that monkey?"

"No, Falco," Fox replied, "But I am going to teach him a lesson."

The enemy came over the radio once again, chuckled and taunted, with his voice intensifying as he spoke, "Ha, well I guess you're not as stupid as you look!" The ship began firing a large number of laser cannons from the front. Fox noted that these were energy based attacks and immediately flung his Arwing into a barrel roll. All the shots bounced of harmlessly.

The enemy's bombardment ceased, and Fox took the time to look for a weak spot, but nothing popped out at him. Just then, he saw two missile chambers open up, and he knew that was worth shooting at. After the ship launched its two missiles, Fox pulled up and started firing at the open hatch.

He barked an order to his team, "I'm gonna shoot those missile silos out; just shoot down the missiles he fires."

The other three Arwings started shooting down the two missiles that had fired while Fox shot laser after laser at the top hatch, eventually watching it go up in flames. He then had to throw himself into another barrel roll and fall back; the ship was shooting its energy attack again.

Fox again waited until the energy bombardment ended before straightening out and firing at the second missile silo on the bottom of the ship. The ship managed to get out a single missile before it the second silo exploded into a rain of fire.

The second explosion must have set off a serious chain reaction of fuel, because just seconds after its destruction, the ship began exploding from the inside. The ship's pilot managed to get one last transmission.

"I can't believe I lost to this scum!" he shouted over the radio.

"Sorry to jet, but I'm in a hurry!" Fox taunted the doomed pilot, just as the rock crusher exploded into fire and scrap. Four Arwings emerged from the fiery rubble and continued away from the asteroid field.

"All aircraft, report." Fox requested an update on his team's condition.

"Peppy here; everything's a-okay."

"Falco here; I'm alright. You're getting better, Foxie."

"This is Slippy; I'm having some trouble here, but it's nothing I can't fix."

Fox replied, "Alright. ROB, bring the Great Fox in."

The Great Fox swooped down from above the asteroid field and the four Arwings flew around in front and entered the lower hangar bay. Their mission in the Meteo Sector was complete


	5. Chapter 4: Reunion

**Chapter IV  
****Reunion**

The General was overjoyed to hear the news, "That's great, Fox. My army managed to drive the enemy out of Sector Y and are heading towards Aquas."

"It was a piece of cake, General. So where do you need us to go next, sir?" Fox asked.

The General replied, "Well, our outpost at Katina is also battling the enemy; will you help them out?"

Fox agreed, "Affirmative, General. We'll be there as soon as possible."

The transmission ended and Fox turned to address his team about the upcoming mission. "Alright team, we're heading out to Katina; we need to help them defend the Cornerian outpost form the Venomian attackers. ROB, set the course for Katina."

ROB's robotic voice replied, "Affirmative; we should arrive in 24 hours."

"Good," Fox continued, "Slippy, check the Arwings; make sure they're in working order, and replenish the bombs."

Slippy started heading for the door, "I'm on it!"

"Cool," Falco began for the door as well, "I'm gonna catch some sleep."

Peppy agreed, "Yeah, I think we could all do with some sleep."

Fox walked down to his room, entered and let his jacket slip off again. He took off his boots and gloves, rubbed his eyes and lay down on his bed. To the right of his bed was a window; he began to gaze out at the star-filled space. He looked out into the distance and let his daydreams carry him to sleep.

* * *

Unlike most of the other planets in the Lylat System, Katina was very arid; there was very little water and most of the surface was covered by large, albeit unordinary plant life, such as towering mushrooms. The planet acts as the front line defense against attacks, and hosts a few small military bases, and even though it is not nearly as populated as Corneria, it does play host to several immigration colonies in an attempt to colonize it.

"Alright, so what's the situation down there, Peppy?" Fox asked as the Great Fox went into orbit.

Peppy answered, "It looks like the enemy is directly attacking a Cornerian Base of high value. We need to get in there and provide support ASAP."

Slippy pressed a few buttons on the central computer; an image of a flying saucer appeared hovering over a pyramid of some kind. He added, "This is the mother ship; if we can destroy it, then all we would need to do is mop up the fighters."

"So, let's get in there and wipe 'em all out;" Falco shouted, "I'm itchin' for a challenge!"

"All right," Fox said confidently, "Team Star Fox, prepare for launch."

The Arwings once again launched from the Great Fox and headed down to the planet below. The military outpost was nothing more than a pyramid rising off the surface of the planet, but the team had a hard time seeing it since the massive, circular mother ship hovering over it.

The Cornerian fighters were already engaging the enemy fighters below the mother ship. Fox and his Arwings dove down under the massive ship to observe the dogfight. Fox began to issue the team their orders for the attack, "All right, team, let's get in there and—"

But he was cut off by a familiar voice, "Fox! You made it!"

_No, it can't be him!_

Fox was astonished, "Bill? Is that you?"

The voice responded, "Long time, no see, huh Fox?

Bill was one of Fox's oldest friends. Bill always had his heart set on joining the Cornerian Military; he even convinced Fox to attend the Cornerian Military Academy with him. That was when Fox realized his natural born skill. After Fox dropped out, he wanted Bill to join Team Star Fox, but Bill declined and continued with his education, become an expert pilot at only the age of eighteen. He would go on to become a commander in the Cornerian Military, stationed on Katina.

Fox asked his old friend, "How've you been, buddy?"

But Bill was a little pre-occupied, "Fox, we can catch up later, but right now, we need your help."

"Right," Fox gripped the controls of the Arwing, "Team Star Fox, let's engage the enemy above the base." All four Arwings sped into the fray as Fox asked, "Hey Bill, where do you need the most help?"

Bill replied, "Well, the small fighters aren't really a problem, but that mother ship keeps spittin' them out. How 'bout you and your team take out that ship."

Falco butted in, "That sounds like fun; where do I start?"

"That's for you guys to figure out," Bill said. "Try looking on the underside for any weak points."

Fox and his team flew their Arwings underneath the gargantuan mother ship and saw the battle; it was difficult to tell which ships belonged to which side; it seemed as if Andross' army deliberately painted their ships to match the Cornerian Military's in order to confuse them.

"Bill wasn't lying," Peppy said, "that mother ship is pouring out fighters like there's no tomorrow. We need to stop them, Fox."

Fox took a closer look at the underside of the mother ship; there were four open hatches. Each were spitting out a ceaseless trail of enemy fighters. However, the Cornerian ships were effortlessly shooting them down. Fox flew by each open hatch and peer inside; he saw exactly what he was looking for.

_It's almost too perfect!_

"Alright team," he began, "each hatch has a fuel tank on the far wall, just like the flag ship on Corneria. I want everyone on a different hatch; we're gonna knock all four hangars out at the same time. Falco, you take the east, Slippy on the west and Peppy take the north; I'll get the southern hatch."

"Fox that's a great idea!" Bill relented to his friend. "Once those hangars are destroyed, they won't be able to send out anymore fighters." Each Arwing flew into position as more enemy fighters were shot down. More fighters emerged to take their places.

Fox addressed his team once more, "Everyone arm your Smart Bombs and lock on to the tank. Fire on my command." Fox flipped open a door on his dashboard that concealed the red 'arm' button for his Smart Bombs. "Is everybody ready?"

All three of his teammates responded with a resounding "Ready!"

He began the countdown, "Three! Two! One! FIRE!" and on that note, four Smart Bombs entered the ships hatches simultaneously, collided with the fuel gas tanks, and detonated the hangar bays inside. Every unmanned fighter in the mother ship was decimated.

Slippy shouted, "Whoopee! That ought to stop this invasion."

Fox replied to his team, "Great job, now let's mop up the rest of these fighters."

"Way ahead of you, Fox!" Falco admitted; he had already shot down three fighters.

But Fox's celebration was cut short by Bill on the radio, "Wait, Fox! It's not over. Look!"

Fox turned towards the mother ship and watched as a larger door opened in the center. Out of it emerged a large pointed object, not unlike a spike. Fox also noticed that a large blue ball of energy was charging at the tip.

"I'm getting a sitrep," Bill broadcasted over the radio to the Star Fox team. "There's some sort of energy reaction coming from the mother ship."

"Oh no!" Peppy panicked. "Fox, that's the ship's energy core, and its charging a laser! It gonna destroy the military base and everything around it! We gotta stop it!"

Slippy chimed in immediately, "Just shoot at the charged energy; we can try to overload it and destroy it!"

"I got it!" Bill shouted as he boosted right for the core, firing relentlessly at the charged shot. Bill banked to the right and rolled away as the charged energy on the core turned a bright red, and began to dissipate.

Fox and his team, as well as all the Cornerian fighters, watched and waited for something to happen. Falco broke the silence, "Did…did that do it?"

Seconds later, a deafening boom filled the air around the military base as the mother ship began falling from the sky. It drifted away from the base and crashed into the ground to the south. When it collided with the surface, the ship exploded into a fiery blast of debris and scrap metal.

"We did it!" Peppy shouted as he shot down the last of the enemy fighters.

"The overload must have set off a chain reaction inside the ship," Slippy pitched in.

"Great idea, Slippy!" Fox thanked his teammate.

"Looks like you're actually good for something, froggy," Falco teased.

"Alright team," Fox began, "all ships report to the Great Fox."

"Peppy here. I'm doing just fine."

"This is Falco. I'm gonna need more Smart Bombs after this."

"Slippy is doing just fine now that my Arwing's fixed up."

Fox replied, "Good to hear; great job, team." He looked over to Bill's fighter, "Bill, how ya doin' over on your side?"

Bill replied, "Everything's alright over here. Katina's safe again, thanks to you."

"Well, you owe me one buddy." Fox jested.

"I suppose I do. Tell ya what; after all this, I'm takin' you all out for a drink."

"I'm lookin' forward to it."

Falco interjected, "Yeah, me too; I could go for a cold one."

"Take care, Fox!" Bill said as he pointed his fighter down.

"You too, Bill."

Bill pointed his fighter down and took off for the base below. Fox took one last second to gaze back at the flaming wreckage left by the mother ship before addressing his team, "Alright, let's move out and inform the General of our success." As Fox glided towards the stars, he was recalling his childhood with Bill. He knew that Bill was a great pilot, but never expected him to become a commander in just a few short months after graduating from the academy. The General must have really seen his talent and leadership skills. Fox, Falco, Slippy, and Peppy hit their thrusters and the four Arwings flew out into space.


	6. Chapter 5: Out of the Frying Pan

**Chapter V  
****Out of the Frying Pan…**

Fox looked out the bridge of the Great Fox towards Lylat, the sun of the system. All objects orbited around Lylat. The closest object was a smaller star, called Solar. It isn't nearly as hot as Lylat is, but it is still uninhabitable. However, it is possible to enter the atmosphere so long as you had the ship to withstand the high temperatures.

Fox was about to turn around when he saw a Zeram-Class Cruiser departing from the surface of Solar. It was heading towards the stars.

_That's odd; it's one of Andross' flagships._

"Peppy," Fox shouted, "see that Zeram Cruiser?"

Peppy walked up to the window and looked, "Yeah, I do. Where'd it come from?"

"It just came from Solar."

"Solar? That's impossible, it way too hot there."

Slippy interjected, "If the ship has the proper shield system, then it could easily withstand a temperature like that."

Fox continued, "I think we should track it; ROB where is that ship headed?"

ROB punched numerous buttons on the central computer before responding, "It appears to be heading for Zoness."

"Zoness?" Falco said with a curious look on his face, "Why the hell would it be heading there?"

"It doesn't matter," Fox said, looking back out the window, "I think we should investigate Solar, see if Andross has anything hiding there."

Peppy panicked, "What? We can't go to Solar, we'll be cooked alive! Be reasonable, Fox!"

Fox replied, "It's going to be difficult, yes. But if Andross is hiding something there, then we need to find it and destroy it."

Falco was ecstatic, "Yeah, I'm itchin' for a challenge!"

"Calm down, Falco," Slippy said smugly, "Solar is a full day's trip away."

"Then we better get moving," Fox shouted towards ROB, "Let's set a course for Solar."

* * *

The Great Fox accelerated towards the star and entered its burning atmosphere. The surface was covered in bubbling hot magma. Alarms inside the cockpit almost immediately began sounding due to the high temperatures.

_The temperature here is unbearable; this is gonna be harder than I thought._

Falco was already doubtful, "I don't think the Arwing's gonna make it through this."

"Just keep an eye on your shield gauge," Fox advised, "If it gets too low, I want you to bug out and get back to the Great Fox to cool off."

But Slippy countered the pessimism, "Don't worry, guys. These Arwings can take temperatures up to nine thousand degrees!"

"Just don't fly too low," Peppy said, "the ships can't take that much heat."

Fox heeded Peppy and Slippy's advice and pulled his Arwing up and away from the magma. He looked down the horizon and saw several rocks emerge from the magma. The rocks levitated for a moment before flinging themselves towards the Arwings.

Peppy shouted, "Shoot down the rocks!" The molten boulders approached rapidly, but Fox was quick to shoot them to rubble. But just as quickly as the rocks were destroyed, more emerged to take their places. They were not difficult to shoot down. Once shot, the large rocks broke into several smaller rocks, which were harder to shoot, but easy to dodge.

But the rocks were the least of their troubles it would seem. Just like the boulders, birds began emerging from the magma. Fox was astonished, "What the hell, how are those birds surviving under the magma?" It had long been believed that no living creature could ever survive on Solar.

Slippy replied eagerly, "Well, it looks like we have something to tell the General, assuming we make out of here alive."

The creatures didn't take to kindly to intruders it would seem; they began to flock towards the Arwings, preparing to attack with their sharp claws. "Evasive maneuvers, now!" Fox ordered as he rolled out of the way. Falco managed to shoot a few of the birds down before boosting out in front of Fox with several birds following him.

"Go away," Falco said as he tried to shake his admirers, "I ain't your buddy!" But Falco was saved when laser fire began raining down from the skies. Fox looked up and was surprised to see a familiar Cornerian Fighter.

Fox smiled, "Bill!"

Sure enough, Bill replied, "Looks like you could use some help, Fox," he said as he shot down the last of the birds following Falco. He flew his fighter down in front of Fox's Arwing and shot down a few rocks as they emerged.

Three birds flew out of the lava soon after the rocks cleared, followed by three more, and three more still. "They're attacking in groups!" Peppy exclaimed.

Bill refuted, "Don't get too excited. Here we go!" He shot down the first group. Fox tightened his grip on his controls and shot down the second group with a charged laser shot. Peppy finished off the third group. But just as soon, six more groups of three popped out of the magma and began towards the team.

Fox used another charged shot to take down a trio. Falco and Bill did the same. Peppy shot down the fourth trio with his twin lasers. Slippy flew out in front of his team and finished off the last two groups with a Smart Bomb.

Fox took a good look at Slippy's Arwing as he fired his Smart Bomb; it was starting to char on the underside. "Slippy, you've been flying too low!" He relented, "your Arwing is burnt!"

Slippy's voice responded over the radio, and Fox could hear some serious warning alarms on the other side, "You're right, Fox. I can't take it anymore; I'm heading back to the Great Fox to cool down."

Slippy's Arwing pulled up and took off towards the sky. Fox, Falco, Peppy, and Bill all continued to skim the surface of Solar, shooting down rocks and birds as they went. The further they ventured the more rough the waves of the magma were. They started reaching high into the sky, almost hitting the ships on several occasions.

_Something's wrong here; there's hostile life, the rocks have minds of their own, and the magma's fluctuating at odd rates. Solar never had any of these characteristics. This has to be the work of Andross._

Suddenly, an enormous wave reached up from the magma and created a wall of lava. Fox had to throw on his brakes and pull a somersault to avoid it. The other ships stopped and waited for the wall to recede, revealing a monster as it did.

The creature looked like a giant, rock praying mantis with large yellow eyes. It almost looked like a rock sculpture, except it was moving and appeared to be very hostile against Fox and his teammates. The creature raised its arms into the air and several rocks emerged from the magma as they had been since their arrival on the star.

_I knew it; this is what Andross was hiding here!_

Fox and his team easily shot the rocks down. "Is this a real monster?" Peppy asked.

Sounding skeptical, Fox replied, "No, I don't think it's natural; I think it's one of Andross' bio-weapons, just like those birds we've been shooting down. I think this thing controls the rocks we've been shooting down, too."

Bill chimed in, "Andross must have sent it here to distract you guys while he attacked other planets; he must know you're coming."

"Andross is an insane, old fool!" Falco said as he gripped his Arwing controls, ready to strike the enemy creature.

"Fox, those arms look weak." Peppy had been observing the enemy for any weak points and relayed them to the team, "Try shooting the arms off first."

Fox flew into position and targeted the creature's right arm first, "Alright, here goes." He pulled the trigger and his twin lasers flew at the creatures shoulder and exploded. No damage appeared to be done to the arm itself, but the creature did show signs of agony as it shrieked in pain.

Bill said ecstatically, "It's screaming, so it must be working; keep shooting Fox. Falco and I can take out the left arm."

"Yeah, I suppose I could help ya out." Falco said sarcastically. He didn't like taking orders from someone he barely knew, but he did like shooting stuff. He and Bill started shooting their twin lasers at the left arm. Meanwhile, Fox and Peppy fired relentlessly at the right arm. The creature continued to shriek in pain, but the arms showed no signs of deterioration. "Come on! Die already!" Falco sounded annoyed. He fired a Smart Bomb at the arm, and it exploded into a cloud of smoke and rubble. When the smoke cleared, it revealed that the arm was utterly destroyed; magma was pouring out of the joint where it was once attached. Fox shot a Smart Bomb of his own at the creature's right arm, doing the same. The bio-weapon now had no arms.

But the battle wasn't over yet. The creature dove under the surface of the magma and re-emerged several meters back and began shooting magma from its mouth in an attempt to douse the ships in lava. The Arwings and the Cornerian Fighter rolled out of the way and avoided the attack.

"I've got an idea, Fox!" Bill exclaimed once the creature dove under the magma again. "Let's wait for it to attack like that again. But before it does, everybody shoot a bomb into its mouth. That may be enough to destroy it."

Fox thought for a second before replying, "It's the best idea we've got, so let's do it!"

The creature re-emerged once again and started to tilt its head back to shoot magma. But Fox and his allies were prepared. They all hit their thrusters and boost up to the bio-weapon. All four ships armed their Smart Bombs and fired into the creatures open mouth.

The bombs exploded into a rain of rock and magma. But Bill's plan worked; after the smoke and rubble cleared, the bio-weapon was stunned. A moment later, its head shot off of its body and landed in the magma, sinking below the surface. The body then began to explode from the inside, sending rock in every direction.

Falco shouted, "Hell yeah! That thing's toast!"

"Alright," Fox said, pointing his Arwing to the sky, "Let's get off this oven of a planet. All aircraft report!"

"Peppy here and I'm doing great." His Arwing flew up beside Fox's

Falco's Arwing sped out in front of Fox's as he said, "Falco here; you just worry about your own hide, Fox!"

ROB's voice sounded over the comm, "Slippy's ship is cooling in the hangar bay and will be ready in time for the next battle."

"Great news, ROB," Fox continued, "and great thinking, Bill! Thank for your help."

Bill responded, "Well, that makes us even, Fox."

Fox grinned, "I guess it does. Maybe I'll buy us those drinks when all this is over."

"Sounds awesome, Fox." Bill flew his Cornerian Fighter out in front of the three Arwings. "But I need to get back to Katina and inform the General about what we found."

"Aren't you gonna need some fuel soon? Why don't you fuel up on the Great Fox before heading back?"

"I'll make it back just fine; I've got my flag ship in orbit around Solar waiting for me. But thanks for the offer."

"Alright, take care, Bill."

"Later, Fox." Bill banked his ship off to the right and took off; Fox, Falco, and Peppy fired up the boosters and flew out to the stars.


	7. Chapter 6: The Forever Train

**Chapter VI**

**The Forever Train**

"That's right, General;" Fox said to the holographic image, "Andross was hiding a bio-weapon on Solar."

"Well," the General replied, "it's good that you investigated the situation; we wouldn't have known about it otherwise."

"No problem General."

"Thanks to all of your help, we are getting closer to finishing this war. However, there is one factor that greatly impedes us."

"What might that be, General?"

"Our fuel depot on Macbeth has been commandeered by Venomian forces; they are using it as a base of operations."

"Alright, then we'll do our best to reclaim it for you."

"Thank you, Fox. But in case you cannot take it, I ask that you destroy it so Andross cannot use it against us."

"Affirmative General."

"Good luck Fox."

The transmission ended and Fox turned towards his teammates. He sighed and shouted to ROB at the surveillance station, "ROB, what's the situation down at the Cornerian Fuel Depot?"

ROB punched a number of buttons on the console before responding, "Intel reports indicate several anti-aircraft turrets on the perimeter of the property."

_"Well, that rules out an Arwing entry."_

Fox thought for a minute before coming up with an idea. He glanced over at Slippy and said with a grin on his face, "Hey Slippy…I'm gonna need a Landmaster."

* * *

It was only an eight hour trip to Macbeth; it's the closest planet to Solar. The surface was mostly industrialized. It was the location of the Cornerian Military's construction yard, where all the fighters and frigates, even the Great Fox itself, are built. Due to all of the industrial facilities, very few people lived on its surface.

The Great Fox lingered just meters off the surface, hovering above a set of train tracks that ran out into the distance. Three Arwings launched out of the hangar.

"Everything looks clear," Peppy said, "Bring out the Landmaster, Fox."

Out of the Great Fox emerged a six-wheeled, full tread battle tank. It was Slippy's greatest invention; the Landmaster Tank. It was the same as a Cornerian Battle Tank; a heavily reinforced armor body and a stylish look. It fired bulky, round energy shots that were just, if not, more powerful than the Arwing's Twin Lasers. Fox had never used the Landmaster in a real combat situation before, but he was still a skilled pilot in the tank. But what set it apart from Cornerian War Tanks was the fact that Slippy installed G-Diffusers. This gave it the ability to hover for a short amount of time.

"Alright," Fox began, "I want the three of you in Arwings giving me all the cover you can, but don't get too close to the depot; those anti-air turrets will rip you to shreds. I'll try to take them out as we get closer."

Falco replied with his smug attitude, "More power to ya, buddy. Personally, I prefer the air."

Fox looked towards the train track on his left and heard a loud rumbling noise.

"_That can't be the tank making that noise."_

Fox looked back towards the tank's radar system; a large blip was fast approaching from behind. Moments later, a massive train passed by on the tracks; it was hauling all sorts of containers and fuel tanks. Fox got a good look at the conductor; an ape.

"_It must be heading to the depot."_

"I've spotted a train," he informed his team, "It doesn't appear hostile, but let's keep an eye on it." Fox hit the gas and gave chase to the train. However, Fox changed his opinion of the train once several of the cars it was hauling tipped over and spilled their contents; large boulders, bigger than the Landmaster itself, toppled out.

Fox let out one of his five Smart Bombs and demolished all the boulders in his path.

"_Alright, it's probably one of Andross', so I should take it out_."

Fox followed the train into the property limits of the depot. Just as ROB surveyed, several anti-air turrets were scoping the skies. The unsuspecting turrets were no match for the tank's plasma energy shots; they exploded into scrap metal.

"Alright" Fox said over the radio, "The turrets are down. I've spotted a train heading towards the depot. I'm gonna do what I can to take it out before it gets there."

Moments later, ten fighters emerged from the train's front and began gunning for the Landmaster. Fox was about to fire on the when they exploded into a nova of fire; three Arwings sped out in front of the tank.

Falco shouted, "Hell yeah! How'd you like that?"

Fox smiled, "Thanks, Falco. Just cover the guys in the air for me; I'm gonna take out this train before it gets to the depot."

Fox followed the train and watched as the train tracks turned into a bridge. Slippy must have seen the situation; his voice came over the radio, "Fox, there's a twenty meter gap about fifty meters in front of you. You can hover for about ten seconds; that should be enough to cross it."

"Thanks Slippy." Fox hit the thrusters towards the gorge, hitting top speed before reaching the cliffside. Fox pulled the controls up to initiate the hovering. The G-Diffusers on the tank kicked on, causing jet engines on the underside to fire up and lift the tank over the chasm. Ten seconds later, they kicked off and Fox landed safely on the other side, still pursuing the freight train.

The conductor was getting desperate it would seem; the rear five train cars detached and fell behind. Without the weight dragging it down, the front began to accelerate. Fox hit his own thrusters, barely being able to keep up with the speeding train.

The train released an unbelievable number of attack fighters from one of the train cars. The enemy fighters pulled up into the air and focused their attention on the Arwings in the sky. They were now involved in a fierce dogfight within the base's limits. The Arwings were quickly becoming overwhelmed by the sheer number of foes.

Falco shouted out, "Hey Fox! These guys are all over me; get rid of them, will ya?" The Arwing flew out in front of the tank followed by six small fighters. Fox took a few shots at the enemies, knocking two of them out of the sky. Falco flew out of range, pulled a u-turn and flew back over the tank. It was all in vain, however; as Fox aimed up to shoot once again, the train = entered a tunnel that cut off Fox's sight of the outside.

"Falco!" Fox exclaimed. "Hold on, buddy. I just need to get out of this tunnel." Fox tried to get around the train, but the tunnel was the almost exactly width of the train. He would need to wait for the train to clear in order to help out his friend; all he could do was listen to Falco as cried out for help.

Falco continued, "Man, I'm in real trouble here." Fox could hear warning alarms going off in the cockpit of his Arwing.

"Peppy; Slippy!" Fox addressed his teammates; he was about halfway through the tunnel. "Can't either of you help him out?"

Peppy replied first, "I wish we could, Fox, but there are fighters everywhere up here!"

Fox knew something needed to be done. He opened a comm channel to the Great Fox, but was interrupted when an unfamiliar female voice chimed in on his team, "Hey, are you guys gonna hog all the fun?"

Falco immediately responded, "Katt? What the hell are you doing here?"

She refuted, "You looked like you could use a hand, and I was in the neighborhood."

Fox emerged from the tunnel right behind the train. He immediately aimed his cannon up and saw Falco's Arwing fly overhead; no enemies were tailing him. Seconds later, a second ship flew over, but it was not an Arwing. The ship was round with a couple fins sticking out the top. It was painted a dark brown.

"_It doesn't look like an enemy fighter, so it must be this Katt girl."_

Fox asked, "Hey, who's the girl."

She replied, "Now is that anyway to greet a lady, Fox? I'm Katt Monroe. Now, if you don't mind, I think we ought to be focusing on the enemy right about now, and you're distracting me."

Fox turned his attention back to the train, which was approaching a large, domed building far out in the distance. Fox's eyes widened when he realized what building they were approaching.

"_The weapons depot!_ _It's almost there! I gotta find a way to stop this train, and fast!"_

Fox hit the thrusters and caught up with the train. He steered to the right side of the tracks, and saw an odd protrusion from the ground. It was a large, circular bulb attached to a tall, skinny pole. The bulb was glowing a bright red color.

Katt's voice came back over the radio, "Fox, you see that red light?"

Fox replied, "Yeah, what is it?"

"It's a track switch; there are eight of them. If you shoot all eight, then the tracks ahead will change. Right now it's pointed towards the Venomian Base here on the planet, but the other tracks head towards the fuel depot."

"So this train is going to the base?"

"Yeah, but if you hit all the switches, it'll go towards the fuel depot. This train is moving way too fast; maybe you can take it out along with the fuel depot."

"We don't want to damage the depot; we're trying to take it back."

"Trust me Fox, it'll be much easier to just destroy the depot and prevent Andross from using it against Corneria. If that fuel depot is destroyed, then all the Venomian ships around here can't refuel."

Fox recalled the General's words and said, "Alright, then let's hit those switches." Fox took aim at the switch directly in front of him and fired his tank's cannon at it and it changed to a bright green color, indicating successful activation.

Slippy saw Fox shoot the switch and knew exactly what Fox was thinking, "Oh, I get it! Great idea Katt. We can help you shoot down those switches, too."

Two Arwings dove down and hovered next to the Landmaster and fired upon the next two switches. Katt's ship flew out in front and activated the fourth switch; only four more left. The train was pulling far ahead of the tank at this point. The dropped most of the cars it was pulling, leaving only a single cart behind it, which was hauling a large bulb.

"_That train is moving way too fast, it's gonna crash right into the fuel depot."_

But the train began slowing down to Fox's speed when another unfamiliar voice comes over the radio; this one was much more menacing than any other, "You little hyenas are damn persistent; I didn't expect to have to use this, so you should consider yourselves very lucky!"

The bulb on the cart began to open, and a large, mechanical machine emerged. It was tethered to the front car as it levitated above it. The last car detached, and the train accelerated back up to speed.

Katt chimed in over the radio, "You just worry about the switches, hun. We'll distract this…thing."

Fox tightened his grip on the controls and looked vigorously for the last four switches. He looked to the left side of the tracks and spotted the fifth one. Fox activated the right G-Diffuser, causing the jet engines on the right side of the tank to ignite, rolling the tank over, just like an Arwing barrel roll. He fired at the switch, activating it and turning it green. Fox saw the sixth switch not far ahead of the fifth, and fired, activating it as well.

He scanned up ahead once again and spotted the seventh and eight switches, but they were on opposite sides of the track. "Hey Katt," he called over the radio, "Wanna give me a hand here?"

She replied, "Sure, sweetie. Take the right light, boy. I'll take the left one for ya." Fox rolled his Landmaster back to the right side of the tracks and fired on the switch while Katt shot at the other one.

"That's all of them!" Fox shouted over the radio.

But Peppy replied frantically, "Fox, you still need to shoot the final activator switch."

Fox looked up ahead of the train and saw it; the activator was surrounded by a circle of green lights. Since all the lights were green, the switch was exposed. Fox shot it, and just like all the other switches, its red light turned green.

Fox was nearly deafened by the loud screeching sound of the tracks changing up ahead. But that changed when the menacing voice came back over the radio, "You'll never catch up with us, kiddo. Step on the gas!"

Fox just chuckled and steered his Landmaster away from the depot, replying to the conductor, "Yeah, whatever…I give up then." Knowing what was going to happen, Fox wanted to make sure he was out of range of the impending explosion. All the while, he continued to listen to the conductor as he broadcast over the radio.

"Yeah, you should give up! You can't catch up to us!" The train continued to accelerate, but once it began veering towards the depot, the conductor's voice became serious, "Oh now you did not! Damn you Star Fox!" He began to shout at his crew onboard the train, "NO, HIT THE BRAKES!" The train was moving at top speed and was careening towards the weapons depot; it was going enter the building through the shipping dock, but it wouldn't be stopping there.

The conductor continued to scream, "I CAN'T ST---." The transmission abruptly ended, and after a few deathly silent moments, a massive explosion tore silence apart. The train's collision set of a chain reaction, just as Fox and Katt hoped. It destroyed the train and the depot at the same time; this station was of no use to Venom anymore.

Fox continued to drive his tank away from the decimated depot. He sent a transmission to the Great Fox, "ROB, come on down here and pick up the Landmaster. All aircraft report."

"Slippy here, and I can just imagine the look on their stupid faces."

"Peppy's fine; I'm sure we hurt 'em this time."

But Falco seemed a bit distracted as he only asked, "Hey Katt, where'd ya go?" Her ship was nowhere to be seen since she shot out the last switch with Fox.

Fox replied, "Don't worry, Falco. She probably had to be somewhere else."

The Great Fox descended to the surface of the planet and hovered ten meters off the ground. The three Arwings boosted off into the sky turned around and docked inside. Fox activated the G-Diffusers and the Landmaster began to hover into the air. The Great Fox accelerated and caught the tank in the hangar and took off for the skies.


	8. Chapter 7: Through the Middle

**Chapter VII  
****Through the Middle**

The General replied with a touch of relief, "That's great news, Fox, although I wish we hadn't lost the depot. But sacrifices need to be made, and thanks to you, this war is almost over. We have retaken control of every planet Andross had invaded and are greatly in your debt. Now all that remains is finding his base; you must take Andross himself down."

"We are already en route to Venom. We should be arrive within a day."

"Just come home in one piece."

Fox chuckled, "Will do, General; you can count on us."

Falco asked, "So what, we just need to go down to the planet and bust him up? We can do that, no problem."

Fox stepped ended the transmission and brought up a display of Venom. "No Falco, it's not gonna be that easy." Fox studied the map for a moment.

Peppy continued Fox's thought, "Andross has huge defenses in orbit around the planet; first we need to get through that…"

Fox continued, "And we're gonna enter through here." Fox pointed to a portion of the planet labeled 'Area 6.' "It seems to be the most defended area above the planet."

Slippy jumped at that statement and shouted, "You wanna attack the most well protected part of the planet?"

"Yes Slippy," Fox said in a calm voice, "I think the reason it's more defended is because that is where Andross' base is hidden. We can attack him head on before he has any time to retaliate."

Falco said after a moment, "That's not a bad idea, Fox"

"Right," Peppy said, "But Venom is still a full day trip away, so let's take that time to prep for the upcoming battle; it's gonna be a tough one."

"Sounds good," Falco said as he turned around, "I'll be in my room. Later guys." He walked out of the bridge.

Slippy began for the door as well, "I'll be in the hangar fixin' the Arwings and loading up tons of Smart Bombs; I think we're gonna need 'em." He left the bridge as well.

Fox let out a sigh and walked over to the window. He looked out among the stars and let his thoughts linger back to his father.

"You know, you look just like him." Peppy said, standing next to Fox.

Fox chuckled, "Yeah, I know; you say that all the time, Peppy"

"It's true," Peppy shrugged and looked back out the window, "I mean, every time I see you in that Arwing, I see your father. You have his skill, his leadership; Fox, you're becoming more like your father every day." He paused for a moment and placed his hand on Fox's shoulder, "He would be so proud of what you have done here."

Fox looked at his old friend with a tear forming in his eye. "Thanks, Peppy." Fox looked back out towards the stars and wiped the water away.

Peppy started walking away, but stopped to say, "You ought to get some sleep, Fox; we've got a big day ahead of us."

"I will." Fox said, his attention still on the black horizon. The doors opened and Peppy walked out of the bridge and down the stairs. Fox continued to look out towards the stars.

_It's almost over…you can rest easy soon, dad._

Turning around, Fox slowly walked to his room. He let his jacket fall to the ground again, took off his boots and gloves and sat at his desk. He shuffled around the paperwork before locking his eyes on the picture once again. He picked it up, walked over to his bed and sat on the edge, placing the picture on his end table. Laying down in his bed, staring at the picture, Fox dozed to sleep.

* * *

The musky green planet stood out far out in the distance; a battalion of enemy fighters and cruisers lay between them and the surface. Attack fighters were waiting on patrol at the front lines; five fighters drifted in formation.

"Falco," Fox asked, "would you like to do the honors?"

Falco happily replied, "With pleasure, Fox." He fired his twin lasers at one of the fighters, reducing it to a ball of flame and wreckage. The other four fighters turned towards the planet and boosted away. "Too late; game over, pal."

As the fighters fled, they opened hatches on the undersides of their ships. Hundreds of small, spiked balls floating in the space. "Careful team," Fox barked, "the fleeing ships are dropping mines."

" I got it!" Peppy flew out ahead of his team and fired a Smart Bomb into the field of explosives, setting a large number of them off. It cleared a path big enough for the Arwings to pass through unscathed.

Fox smirked, "Good thinking, Peppy."

"No problem." Peppy replied.

"Alright," Fox began, "We're entering the Venom Air-Defense Zone. ROB, follow us with the Great Fox and take out anything we miss, specifically any frigates or cruisers. Everyone, stay alert."

Not long after clearing the minefield, the Arwings were ambushed by tens of enemy fighters. Fox unleashed a Smart Bomb of his own, decimating all but three of the fighters, which Slippy and Falco easily shot down.

"Eyes up everyone!" Falco shouted.

Fox looked ahead and saw one of the most powerful defense systems available: an Umbra-Class Defense Station. They were easily identified by their disc-shaped appearance and the spiked pillar through the center. It began to rotate and point one of its spiked ends at Fox's Arwing, firing multiple shots of energy from the disc's surface.

Fox saw the attack and rolled out of the way, his teammates following suit. They fired relentlessly at the disc and demolished the station. But up ahead of this one were six more of the exact same stations.

_Andross really doesn't want anyone getting to Venom in one piece, does he?_

Fox fired his second Smart Bomb at one of the stations, obliterating it. He flew past the wreck and fired his twin lasers on another one of the stations.

"These things sure can take a beating," Slippy commented as he and Peppy attacked one of the defense stations, destroying it. Falco was unleashing his rain of laser fire upon a fourth station, causing it to explode into flame. But Fox let out a sigh of pure aggravation; six more had just appeared past the two that were left.

_We can't afford to keep fighting wave after wave of these things._

"Team, ignore the Umbras," Fox said as he banked in and out of enemy fire, "they aren't worth our time; we need to get planet side."

The Arwings followed Fox's advice; they ducked out of the way of the torrents of energy shots, barrel rolling when they had nowhere to go. They cleared the field of Umbras, and hit an empty section of space. Fox took the time to address his team's status.

"All ships report shield and hull integrity," Fox said over the comm.

Falco came in first, "80 shield-90 hull; nothing's gonna shoot me down."

Peppy was second to reply, "75 shield-70 hull; I'm doing all right so far."

Slippy chimed in last, "70 shield-70 hull; I'll be fine."

Fox looked at his gauge and informed his team, "80-80. Alright team, let's get move."

The four Arwings accelerated towards the planet and the onslaught of enemy frigates that were between them and the surface. The frigates were large, but no larger than the Great Fox, which was still close behind the team.

"What are those?" Slippy asked as they got closer to the three frigates.

Peppy replied, "Those are Harlock-Class Frigates. They don't have shields, so they should be easy to take down with repeated laser fire."

"Alright team," Fox said, "let's all focus on one ship at a time; we can take them out faster. Let's go left first. Attack!"

The Arwings rolled to the left, all four of them shooting a Smart Bomb at the target. The bombs impacted with an explosion that left nothing but scrap metal behind. But the team hadn't noticed, since they were focusing all their laser fire on the middle frigate, decimating it in a matter of seconds. Leaving the third frigate behind for the Great Fox to finish off, the Arwings kept moving at top speed towards the planet.

But the trial was far from over. Four missiles were headed to the team, one locked onto each Arwing. Slippy shouted, "Incoming!"

Peppy shouted back, "Shoot 'em down!"

Fox took aim at his missile, locked on to it with a charged shot and let it go. The missile exploded into a ball of fire. The two other missiles followed suit, but Falco decided to dodge his entirely and let it fly out into space harmlessly.

Beyond the clearing debris of missile were even more Umbra-Class Defense Stations, five more waited and began rotating to attack the Arwings. They were accompanied by swarms of fighters and four more Harlock Frigates.

"They're trying to overwhelm us!" Peppy shouted, "Don't let your guard down yet!"

Fox fired two more Smart Bombs at the mass of enemy targets. The massive explosion destroyed several fighters and two of the defense stations. Falco fired three of his Smart Bombs at the same time, taking out two more defense stations and two Harlock Frigates, as well as all the surrounding fighters. Peppy and Slippy picked of the smaller fighters with their twin lasers. The Arwings continued their approach at top speeds, ignoring the rest of the hostiles and dodging their attacks.

Fox glanced at his shield gauge: 75-70. That last onslaught really took a toll on his Arwing, as well as his teammates; but they were all still flying fairly well. He was about to turn his attention back to the incoming waves when his Arwing's dashboard darkened. His Arwing was still flying right, but the displays were dimmed. His communicator was the only thing that chirped on after a moment. Fox was startled by the deep, menacing voice, "Ah, the son of James McCloud."

He said out loud, "No…it can't be!"

The voice replied, "That tin can you're flying in is no match for me."

Fox was dumbfounded, "What? How are you…?"

The voice laughed and continued, "I'm looking forward to finishing your family off once and for all!"

His cockpit lights came back up and the transmission ended. Fox was still shaken as he said aloud, "What the hell was that?"

Falco responded curiously, "What was what, Fox? You ok over there?"

"Didn't you hear that transmission?" Fox asked.

"What are you talkin' bout, Fox?" Peppy asked back.

Fox was silent for a second before tightening his grip on the controls and saying, "Nothing, let's get to the planet."

The Arwings continued towards the green planet in the distance; it was growing larger as they got closer.

_Almost there now; I'm looking forward to finishing you off._

"Eyes forward!" Fox barked over the comm. They were entering the worst of it: ten Umbra-Class Defense Stations and five Zeram-Class Cruisers, which were larger than the Harlock but still smaller than the Great Fox, were waiting up ahead. The fleet was surrounded by smaller fighters, most of which were already engaging the Arwings. "We're gonna break through that fleet, team! ROB, give us some cover and take out those Zeram Cruisers!"

The Great Fox was still behind the Arwings, cleaning up anything they left behind. The Arwings fired on the small fighters while the Great Fox charged up its Plasma Cannons and fired the concentrated beams on the large space frigates, reducing two of them to flaming piles of scrap metal. It began to charge up again to take out the other cruisers. Fox and his team sped ahead of the Umbra Stations, ignoring them completely and dodging their laser fire. But the scene up ahead was no better.

Seven more Zeram-Class Cruisers waited for them, as well as three more Umbra Stations. Fox continued to ignore the Umbra Stations and aimed for the first Zeram Cruiser. There was no apparent weak point; these ships were covered in armor. But he noticed a section of the ship that stood out from the top.

_That must be the bridge! Maybe I can take that out and make the whole ship useless._

Fox aimed his lasers at the bridge and fired relentlessly at it. Several seconds later, the ship began to fall towards Venom in defeat. The three more ships were destroyed in the same fashion by the other Arwings while the Great Fox's Plasma Cannons obliterated the remaining three.

Fox hit the thrusters and sped towards the planet and away from everything behind him. There were no defense stations or frigates in sight.

_We made it! I can't believe we made it!_

After finishing off the remaining fighters, Fox glanced down at his shield gauge: 60-50 it read. "Alright, we're in orbit around Venom; all ship report status," he asked over the comm once again. "How's everyone holding up?"

"Slippy here, 30-30."

"This is Peppy, 40-30."

"Falco here, I'm 50-50"

"Good to hear, now let's get to the—"

Fox was, once again, interrupted by an unfamiliar voice coming from a foreign frequency, "So you managed to breach Area 6; you guy must good pilots or insane fools, or perhaps both. Either way, you aren't getting to Venom in one piece. DEPLOY IT NOW!"

The transmission cut off and Fox tightened his grip. Like a mirage, a giant, ribbed disc flickered into view in the distance. The center of the disc was illuminated by a bright blue light. Three arms emerged from behind the machine and flailed around the body.

"What is that thing?" Slippy asked with a tone of disgust.

Falco replied, "I have no idea, but it's in our way. Shoot, and we were so close to Venom."

Fox concentrated on the machine, scoping for any weak point it might show. The arms suddenly stopped and pointed towards the Arwings. The ends opened up and shot out several small missiles which started tracking Fox's Arwing. Shooting most of them down and dodging the rest, Fox continued to concentrate on the enemy.

_I need to take out those arms first._

Fox aimed his Arwing at the top arm, firing his twin lasers as fast as his trigger finger would let him. The arm was engulfed in flame, detached and fell towards Venom.

Falco flew out to Fox's level and aimed at a second arm, "I'll take this one."

"Alright," Fox agreed and shot at the third arm. Soon all three arms were falling to the surface of Venom.

_So now you're out of arms; watcha gonna do now, huh?_

The machine opened up its body, revealing the blue light and red balls of energy rotating around it. Peppy yelled over the comm, "Fox, shoot those red balls, it'll overload the shields and make it vulnerable!"

Fox pulled his Arwing up and fired at the first energy ball. Falco shot at a second one while Slippy fired at the third. But it was too late; the machine had charged up enough energy to unleash a devastating attack. The blue light in the center had changed to a green light. Slippy came over the comm, "Fox, the energy readings in that machine are off the charts; it's about to let a devastating attack loose!"

A beam shot from the green light in the center, and like Slippy said, it was devastating. Shining in multiple colors ranging from red to green to blue, it was tracking Fox's every move. He spun off to the right, barely missing the beam by only a few meters. It dissipated seconds later, the doors still open. The green light had turned to a deep, dark shade of red with a hint of blue in the very center. Fox flicked the trigger in his Arwing, firing his lasers as fast as they could at the red center of the machine.

The ship closed its doors and deployed six enemy fighters from its backside. Slippy and Peppy shot down four of them while Falco took out the last two; Fox concentrated on the machine and waited for it to open its doors again. But he backed off when he saw the light in the center turn green again.

_Shit, its gonna use that hyper beam attack again._

Sure enough, the multi-colored beam shot out of the center again. Fox banked off to the left and dodged the initial blast. He followed a circular pattern with the beam following his every move. It moved too slow to keep up to Fox's speedy Arwing. The beam dissipated, the light turned red, and the doors opened to cool down.

_I'm not gonna let it use that beam again._

Fox shouted over the comm, "All ships, fire on the center! Now!"

All four Arwings bunched together and unleashed their twin lasers on the machine's center. The torrent of laser fire made the machine stumble back in shock before the red light in the center flickered off.

"Did…did that do it?" Slippy asked.

The Arwings floated in space for a solid minute before they got their answer. The machine's light shone a bright, light blue, a shade different from any they had seen before.

Fox shouted, "Dammit, it's still going!"

But Peppy replied, "Wait, Fox look!"

The machine light dissipated just as fast as it appeared and a colossal explosion followed just after, tearing the ship into two. Slippy shouted in joy, "Yippee, we did it! We can finally get to Venom!" Both pieces fell towards the planet crashing into the surface minutes later.

Fox sounded off to his team, "We're entering Venom airspace; all aircraft report."

"Falco here, ready to end this once and for all."

"Slippy here, I'm having a bit of trouble, but I'll be ok."

"Peppy here; shaken, but here."

Fox replied, "Alright team. Adjust your G-Diffuser system output for atmospheric entry."

The four Arwings adjusted their G-Diffusers and began their descent to green planet below them. Fire sprouted from the front of his Arwing as he entered the atmosphere of the barren planet. As the fire generated around his Arwing, Fox was concentrated on only one thought:

_Say your prayers, Andross, because I'm coming for you. You better be ready…_


	9. Chapter 8: Enter Star Wolf

**Chapter VIII  
****Enter Star Wolf**

Four Arwings rained down from the Venom sky, pulling out of their dives only meters from the barren, brown surface. Fox took a minute to gaze upon the planet's surface; it was just like his father always explained it. The surface was a barren wasteland; its oceans were green and repulsive.

_There is no way that anyone could live here for more than a week, let alone five years._

Fox looked ahead and saw an exhaust tunnel in the ground; his plane worked. Area 6 was guarding the best entry point to Andross' base. Fox addressed his team, "That has to be what that armada was protecting; it should lead straight to him! Let's go team!"

But a rough voice cut into his comm channel before he could enter the pipe:

"I can't let you do that, Star Fox!"

Four ships were speeding toward the Arwings. They had four wings shaped into a cross, rather than the standard just two and the G-Diffusers were painted dark red; it was the Star Wolf Team, a rival mercenary group. They were led by the skilled pilot Wolf O'Donnell. Even though Fox had never met the rival team before, he held a strong grudge against them, as well as a high respect.

Fox knew the voice, "Wolf! What are you doing?"

Wolf replied, "The crazy old ape didn't just hire me hand in your father." Wolf barked out orders to his team, "The fox is mine; Leon, get the bird; Andrew, take out that frog; and Pigma, take care of your old friend."

Leon spoke in his deep voice next, "Shoot me down if you can, birdie." One of the ships took off after Falco's Arwing, and the two began their dogfight.

Andrew's high, squeaky voice came over the comm, "You're not welcome here! I'm gonna make sure you never reach Andross!" A third ship took off after Slippy's Arwing.

The final voice was one that Fox had heard before; Pigma taunted, "Hey Peppy, long time, no see. Oh, and hey Fox, I needed to tell ya somethin', what was it? Oh yeah: Daddy screamed real good before he died!" His maniacal laughter consumed the comm channel.

Fox gritted his teeth at Pigma's comment, but ignored it to the best of his ability. He needed to focus on the battle. Wolf was already flying at his Arwing, firing his twin lasers. Fox barrel rolled off to the side and charged up his lasers. He began tailing Wolf and locked on, firing his charged energy shot.

"You're good, Fox," Wolf said in a sarcastic tone. His ship pulled up, did a full loop over Fox's Arwing and rested behind it with a charged, locked on shot, and taunted, "But I'm better!" Wolf let his charged shot loose on Fox's Arwing.

Fox tried to bank out of the way, but the shot was too quick; it collided with his Arwing shaking the ship violently. Fox regained control of his ship, straightening it out and leveling it. He shot a quick glance at his shield gauge: 50-45.

Fox started charging up his lasers with Wolf still fresh on his tail. Fox used Wolf's tactic and pulled a loop to get behind him, but Wolf was quick to respond, going into a loop of his own. Wolf taunted, "So you're gonna use my tactics against me? I don't think so, Fox!"

_I knew you were gonna do that, you cocky bastard._

Fox didn't straighten out after the first; instead he made a second revolution, something Wolf was not expecting, as evidenced by his comment, "What the heck, where'd he go?"

Fox straightened out behind Wolf's ship, locked on with his still charged laser, but didn't let it loose. Instead, he armed one of his three remaining Smart Bombs and launched it. Since the targeting system was locked on, the Smart Bomb traveled to the target. Fox then let the trigger go, which sent the charged shot flying after the ship right behind the bomb. By the time Wolf realized what happened, it was too late to dodge the attack. Both impacted Wolf's ship, disabling the G-Diffusers and sending the ship careening towards the surface of Venom, Wolf shouting as it did, "No way! I don't believe it!"

The ship exploded on impact. Fox looked upon the wreckage, watching as it consumed the ship of his rival; that was one aspect of his father's death avenged. He turned his attention to the his teammates. Falco had dispatched Leon just as quickly as Fox did Wolf and was helping Slippy take out Andrew.

_It's time for a little payback, Pigma._

Fox sped his Arwing over to Pigma's ship, charged his laser up and unleashed the same attack he did on Wolf. The Smart Bomb collided first, nearly destroying the ship midair. Fox let the charged shot loose after the smoke cleared.

"No, this can't be happening!" Pigma relented. The ball of charged energy struck Pigma's ship with a force that broke the ship into two pieces, both of which fell to the surface of the green planet. "No! My beautiful reward!" Pigma shouted as the ship exploded on impact, much like Wolf's. Falco and Slippy took out Andrew in the mean time. The Star Wolf Team was defeated.

"Great job team," Fox began, "Star Wolf is no pushover."

"So what are we waiting for?" Falco asked, "We should be in that base killin' that ape, let's go get 'im"

"Falco, stop!" Fox shouted to his friend, "I'm going it alone from here."

Falco shouted, "What? Are you crazy? You're gonna need our help!"

"Fox, wait!" Slippy yelled.

But Peppy calmly replied, "Let him go!. He needs to do this alone. We can't risk all of us getting killed down there, can we?" Peppy paused, "Good luck, Fox."

Fox approached the exhaust shaft once again, "I'll see ya on the other side!" He flew right over the opening, pulled a loop and entered the tunnel.


	10. Chapter 9: The Final Battle

**Chapter IX  
****The Final Battle**

It was a long journey to the center of the base where Andross was hiding. Fox's heart was pounding out of his chest, his mind focused on the upcoming battle with his nemesis.

_I can't lose now, not after how far we've come. I will kill Andross and I will avenge my father!_

It wasn't long before his Arwing lights dimmed once again and the deep, menacing voice he heard in Area 6 came back over his comm channel. It spoke, "I've been waiting for you, Fox McCloud."

Fox shouted, "Andross! Where are you hiding, you coward?"

Ignoring Fox's shouting, it continued, "You know that only I can control the galaxy."

Fox gritted his teeth and continued down the tunnel. He could see an opening in the distance; it almost looked like a wall of black was on the other side.

Andross continued, "It is foolish to come against me!"

Fox just continued down the tunnel towards the fight ahead, ignoring the voice to the best of his ability.

"I'm looking forward to this!" His laugh was the last thing Fox heard before the lights powered back on. He had reached the end of the tunnel and entered a large, vast room about the size of the Great Fox. The walls were the most unusual; they were changing colors in a tie-dye manner.

Fox put his ship into neutral so it wouldn't move forward; with the walls changing all the time, it was impossible to tell where they really were. But there was still silhouette of black between him and the walls. It emerged from the shadows and revealed itself.

A massive head and two hands appeared; that was all that was left of Andross after the Venom air began to mutate him. His old, wrinkled face was framed by his bushy grey hair. His ears pointed out from his head. His gold gloved hands were fully detached from his body and were taunting Fox with the 'come here' signal. His head was laughing that maniacal laughter that sent chills down Fox's spine, as if he heard it before.

Fox said with a sarcastic tone, "So this is what five years of mutation can do to a crazed ape scientist. You're going to pay for what you did to me, Andross."

"We'll see about that, McCloud!"

_If only I knew where his weak point was._

Fox began shooting his twin lasers at the monstrosity. He saw no visible damage being inflicted, only mild irritation. Andross raised his left hand and balled it into a fist. Fox managed to narrowly roll out of the way as the fist came rocketing through the air towards Fox's Arwing.

Fox ceaselessly fired upon Andross head, still finding no weak spots. Andross continued to laugh his maniacal laughter when Fox noticed his eyes narrow.

_Hmm, maybe if I blind him, it'll give me a chance to find a weak spot._

Fox began shooting at Andross' right eye. One of his lasers hit, and it must have caused a serious irritation. Andross' right hand floated up to the eye and began rubbing. Meanwhile, his left hand straightened out into an open palm. Fox took a chance and began shooting at the open palm on Andross' left hand. A torrent of laser fire later, the hand exploded into nothing.

The head cried out in pain, but quickly shook it off. The right hand began pointing at Fox's Arwing, and before he knew what was happening, lightning began shooting from his finger tip. Fox rolled out of the way and began shooting at Andross' eyes once again.

This time, he merely shook his head and exposed the palm of his other hand. Fox fired relentlessly at the open palm, decimating the hand just like he had the other one. But the head didn't waste one second moaning in pain.

Andross opened his mouth and began deeply inhaling, drawing Fox's Arwing towards his open mouth. Fox reacted by arming his last Smart Bomb and taking aim.

_Oh no you don't you crazy old ape._

Fox fired the last bomb into the mouth of his nemesis. Andross closed his mouth and began chewing. Fox still knew when the bomb detonated; Andross' eyes widened and he opened his mouth and yelled. His head began shaking violently.

Fox was blinded by the flash and explosion his foe. But his victory was short-lived when he heard Andross' voice over his comm once again, "You know that only I have the brains to rule the Lylat System! You will not stop me, Fox McCloud! You will die just like your father!"

The smoke cleared; the first thing Fox noticed was the walls were now replaced with solid grey walls covered in tanks of what Fox assumed to be explosive gas. The room itself was occupied by nothing but Fox's Arwing and a large brain with two eyes.

_So, this is his true form after all that mutation? Well, same plan as before: blind him._

Fox immediately began shooting one of the eyes. He kicked his Arwing gear and accelerated it around the giant brain and behind it. But they eyes were following his every move; they weren't restricted to the brain, they were moving around the room, chasing the Arwing. Fox looped up and around and got behind one of the eyes, and shot it down; there was only one eye left. He saw it out in the distance; it was coming at him head on. Fox opened his laser fire upon it, decimating it just as quickly as he did the other.

All that was left was the giant brain, which had begun to move itself around after Fox destroyed the eyes. It was tracking his every move, as if it could still see. Fox shot laser after laser at the brain as it approached, doing no visible damage to it. He banked to the left and flew around the brain to the other side of the room. He took a good look at the brain's backside and saw a discolored cerebellum under the hard exterior.

_That must be the weak spot; it looks softer than the rest of the brain._

He pulled a u-turn in his Arwing and targeted the cerebellum on the underside of the brain, unleashing a torrential rain of laser fire. It careened towards the giant mass of tissue, colliding with the soft underside, causing it to burst and explode.

Fox shouted, "Hell yeah! It's over; you're done Andross!"

But his victory was cut short when Andross' voice came back over the comm one last time, "If I'm going down…I'M TAKING YOU WITH ME!" The brain detonated into an explosion, setting off the tanks on the walls and creating a colossal chain reaction that would consume the entire room and much more.

_Oh, shit! I need to get the hell outta here, fast._

Fox frantically looked for the tunnel he used to get in. He spotted it on the far wall and hit the thrusters towards it. But he saw something odd as he got closer; it wasn't the same tunnel he used to get in. This tunnel split into two paths, and Fox knew that only one way would lead him to the surface.

_SHIT! Which one do I take?_

The decision was fast approaching; Fox began veering to the right. But he hesitated when he heard an all too familiar voice in his ear.

"Never give up, my son! Trust your instincts!"

Fox gasped in shock at the sound of the voice, a tear forming in his eye:

"D-Dad?"

Fox looked down the tunnel towards the fork in the road and saw the last thing he expected to see in the depths of the planet, an Arwing. The voice in his ear responded, "This way, Fox." The mysterious Arwing flew down the left path. Fox followed with his thrusters engaged, trying to outrun the explosion that was following him down the tunnel.

Another fork waited ahead. The mysterious Arwing flew down the left path again; Fox followed its every move, taking a right at the next fork. The fireball behind was growing. The complete backside of Fox' Arwing was charred by the heat.

Fox relentlessly followed his father's Arwing as it veered left, then left again, and then right down the tunnel. At the end, he could see the green clouds of the planet's sky. His father's voice echoed in his ear one last time, "You've become so strong, Fox. I'm so proud of you."

Fox hit the thrusters forward one last time and shouted as he approached the surface of the planet. He blasted out of the tunnel's opening and into the sky of Venom. The fireball that had been tailing him throughout the tunnel flew out and spread into the skies as well. Fox kept speeding for the skies, his thrusters at maximum output until he reached low orbit.

Fox slowed his ship down, trying to do the same for his heart; the fireball didn't have the gumption to make too far into the air. Fox looked around frantically for his father's Arwing, but there was no sign of it; it had disappeared just as fast as it appeared. Looking up to the sky, Fox saw the Great Fox in orbit around the planet. Kicking his Arwing into gear, Fox made his approach.

* * *

On the bridge of the Great Fox, Falco, Peppy, and Slippy watched the explosion shoot out of the tunnel. "I hope he made it out in time," Slippy commented. The team continued to wait in silence.

Moments later, ROB spoke up, "Incoming transmission."

The ship's audio comm channel sparked to life before a voice spoke up, "This is Fox McCloud; mission accomplished!" The bridge was overcome with shouts and celebrations from the three team members.

* * *

Fox docked his Arwing in the hangar bay and took off his helmet. He hopped down to the floor and ran for the door and sprinted to the bridge of the Great Fox. As soon as he entered, Slippy ran up and gave Fox a high five, shouting, "Way to go Fox!"

"That's how ya do it!" Falco said as he gave Fox a strong handshake.

Peppy stood and smiled at Fox, with his hands behind his back and a tear in his eye. Fox walked over and gave his old friend and mentor a hug. Peppy said, "You did it, Fox."

Fox and Peppy let go of each other and lingered over to the window. Fox gazed down at the green planet looking for any sign of his father's Arwing, but to no avail. Peppy looked over at Fox and asked, "What's wrong, Fox?"

After a moment, Fox replied, "Nothing…nothing's wrong." Fox turned around and said, "Slippy, get the General on the communicator; I think we have some news he would want to hear."


	11. Chapter 10: Endgame

**Chapter X  
****Endgame**

Fox woke up to the sound of his communicator ringing. He rubbed his eyes awake and sat up at the edge of his bed. Standing up, he let out a yawn and arched his back as it cracked a few times. He stumbled over to his dresser and answered the communicator. Peppy spoke from the other side, "Morning, Fox."

Fox replied, "Morning, Peppy. I take it we're nearly at Corneria?"

"We about an hour away."

"Great. I'll be up in a bit."

Fox shut off his communicator and jumped into a hot shower and cleaned up for his meeting with General Pepper at the Cornerian Military Base. He dressed up in his green flight suit, beige jacket and red scarf and began his journey to the bridge.

* * *

The Great Fox approached Corneria after forty-three hours of travel from Venom. Fox looked upon the planet once again; this time, the planet looked just as peaceful as it normally was.

The colossal mother ship entered the atmosphere and began it decent to the Cornerian Military Hangar. The General must have been anticipating the arrival of the team; seven escort fighters flew up alongside of the ship as it entered Corneria City airspace.

The city was still severely damaged from Andross' attack early in the war, but reconstruction efforts had already begun. Ruined buildings were already being re-built; piles of rubble were being moved out of the city.

The escort ships boosted out in front of the Great Fox, letting loose seven different colors of smoke; despite the current condition of the city, a planet-wide celebration was taking place.

The Great Fox was almost too massive for the Cornerian Hangar, but it managed to fit. Fox, Falco, Slippy and Peppy emerged from the hangar bay door on the underside of the ship. They met up with their escort, someone that Fox immediately recognized.

"Bill!" Fox shouted as he walked up and shook the hand of his friend.

Bill was a bulldog. He sported dark brown fur with the exception of his muzzle, which was light brown. He wore his grey Cornerian flight suit and jacket. "Glad to see you made it back in one piece," Bill said. He then turned and shook the hand of Falco, Slippy, and Peppy, congratulating them as he did so.

"So," Fox asked as he began walking, "how's Katina recovering?"

"Great," Bill replied, "Most of the damage has been repaired and we've even started researching the Venomian weapon technology."

"Is it any better than what you've already got?"

"Not at all, it's much less advanced. I think that's one reason we were able to repel the attack so easily."

Fox chuckled as Bill escorted the team towards the Great Hall. "Alright," Bill began as he held his arm out towards the doors, "shall we get this show on the road?"

Bill opened the doors to the Great Hall. Along the walls stood several of Cornerian Army's highest ranked officers. The army was comprised of all races from dog and cat to bird and ape, all of them wearing the same uniform Bill had on. Bill fell into place at the end of the line closest to door. General Pepper waited at the end of the hall, and at the end of the hall was General Pepper standing in front of the Cornerian flag.

The Star Fox Team walked across the room. Fox extended his hand to meet the General's and said, "It's great to see you again, General."

The General replied, "Likewise, Fox." He shook the hand of the rest of the Star Fox Team and began his speech.

"Team Star Fox, the Cornerian Army is in your debt. Without your assistance on Katina, the planet surely would have fallen, and even though we were unable to save the fuel depot on Macbeth, it can be rebuilt. Corneria City was heavily damaged, and we suffered many, many casualties, but thanks to your help, it was not lost to the enemy. But perhaps the most important of your actions was putting an end to Andross' ambitions, saving the Lylat System, nay, the galaxy as we know it, and because of your heroism, the Cornerian Army would like to thank you for your services."

The General draped golden medal around Fox's neck. He did the same with Falco, Peppy, and Slippy. The General continued, "You know, we could certainly use pilots with your skills; I would be honored to have all four of you as part of the Cornerian Arm—"

"Oh no, sir," Fox interrupted, "we prefer to doing things our own way. However, feel free to call us in whenever you need help again; we will be glad to lend a hand." Peppy and Slippy nodded in agreement. Falco had his arms crossed; it was clear he wanted to be somewhere else.

The General smiled, "Of course, Fox. Thank you once again for all of your help."

Fox's wrist communicator began sounding, ROB reported on the other end, "Preparations are complete; the Great Fox is ready to go."

Fox looked up at the General and said, "It sounds like it's time for us to go now."

The General nodded and saluted the team once again. Fox responded with a salute of his own, turned and left the hall. Bill began escorting them back to the Great Fox.

"Here," Bill said, handing Fox a check for 150,000sp$, "your payment. Hope it's enough to cover repairs."

Fox smiled, "Oh, we've already got repairs covered."

"So, then what are you gonna do with all that money?"

"Well," Fox began, "I know we need a serious restocking of bombs. After, I'm gonna start paying off the Great Fox; my dad had to take out an 80-year bank loan to pay for it, and he paid two years off before I took over."

"80-years!" Bill said in shock, "Holy crap, that's insane!"

"Yeah," Fox replied, "I don't even think check will cover one-fourth of the cost. But I'll get it paid off someday, so long as you guys keep givin' us work to do."

The group arrived back in the hangar where the Great Fox was docked. They approached the doors to the ship's hangar. Falco, Peppy, and Slippy shook hands with Bill one last time before entering the ship. Bill extended his arm once more to meet Fox's, "Well, I guess I'll see ya 'round, Fox."

"Yeah you will; you owe my team a drink if I recall correctly."

"I guess I do. But you know me, Fox. I'll keep my word."

"I know, Bill. I'll see you around, buddy."

"Take care, Fox."

Fox turned towards his massive flag ship and entered the hangar doors on the underside of the ship as it began to take off. Pointing its nose towards the sky, Fox stepped onto the bridge and walked up to the window. Peppy, Falco, and Slippy sat in their chairs waiting for Fox to give an order; all he did was watch the rebuilding city disappear under the massive ship as it ascended to the sky.

Peppy asked, "So what now, Fox?"

"I think it's time we went home." Fox watched the clear blue Cornerian sky turn to the black of space, his thoughts, once again, turning back to his father.


End file.
